Nature Girl
by bloodrosered
Summary: The Once-ler meets Fiora, a sprite of the Truffula forest. When he promises not to cut down any more trees, the two bond during his stay in the forest...until he is driven by his family and his own greed to rise to power with his Thneed business. NEW and IMPROVED!
1. The Stranger

_The Stranger_

Once upon a time, when the earth was new and young...two spirits came to the valley. The Lorax, guardian of the trees for they cannot speak for themselves. And the forest sprite, Fiora, who brought forth life and tended the flora and fauna of the Truffula valley.

Soon, a stranger came to the Truffula valley...destroying the once peaceful, uninhabited forest...

* * *

Fiora was old as time itself, yet young and beautiful as the spring. Her long flowing hair was multicolored like all the Truffula trees, adorned with flowers; sometimes it changed depending on her mood. Her pale green skin had thick and thin vines with tiny leaves embedded all over her body. Her cheeks glittered with silvery specks. Her eyes were mossy green with earthen speckles, filled with life, innocence and love. Her ears were pointed. She wore a long flowing dress of dark green. Her voice was soft like a whispering wind with a silvery lilt. With a touch or a step, plants would grow: anything from a flower to a small Truffula tree...depending on how she felt. Her touch could also heal anything.

The animals of the Truffula forest adored Fiora, following her everywhere. She would play and sing with them in a soprano voice: she harmonized with the humming-fish, serenaded with the bar-ba-loots and sang with the swomee-swans. Fiora enjoyed the peaceful valley: the fresh air, clean water, the animals...and mostly the Truffula trees.

Yes, it was blissful in the Truffula forest.

On a particularly beautiful day, Fiora lay on the grass, feeling sleepy; her eyes fluttered shut, enjoying the atmosphere: the summer breeze, the sweet aroma of the trees, the sounds of the woodland creatures. Just as she was about to drift off into a blissful sleep, there was a strange noise in the distance. Fiora raised her head and looked in the direction of where it came from.

What was this? She looked to her animal friends who were just as confused and curious as she. Fiora hid in the bushes, getting closer to see this new thing. It was the strangest thing ever: it was a rectangular box on two circles with a soft white cave, being pulled by some kind of unusual beast.

Soon, the strangest creature stepped out...something she had never seen before. Everything about this creature was unusual: tall and slender like a Truffula tree trunk. It had hair like a starless night. It wore the strangest clothes, mostly grey...and on its feet, what were those? On its head, what was that? It held something in its hands: a unusual object with a long tree trunk and shiny vines that made extraordinary sounds when it brushed them...oh! It was a tree that made music! It had to be magic! So foreign and new...so interesting!

"This is it!" the creature spoke, looking around full of amazement. "This is the place!"

The animals ventured forth while Fiora stayed hidden in the bushes. Soon, the creature started singing! Fiora listened to the creature sing as it stroked the shiny vines on the music tree.

**_It's bound to have just what I need _**  
**_I wanna hold it all in one big embrace _**  
**_But first... _**  
**_Let's find the stuff to make my Thneed_**

The animals: the humming-fish, the bar-ba-loots, and the swomee-swans began to sing and dance with the creature. **_Na na na na..._**

Soon, the singing creature began to toss things out of the box on circles all over the place: an odd assortment of objects she had never seen before. Some were shiny, hard, sharp...Fiora didn't like any of these things. They looked dangerous. She didn't know if she should approach this creature.

Next the creature carrying something in its arms, laid it on the ground, and then pulled on some brown vines and drove sharp wooden sticks into the ground with a very strange object made of wood. As the creature pulled on each vine, a unusual thing sprang up from the ground: a yellow and green cave with holes! There were markings on the front of the cave; she couldn't understand them at all.

After setting up this cave, the creature wiped its sweaty forehead and began to look around for a moment. It approached a Truffula tree, plucking a tuft off and continued to sing.

**_This is it! These Truffula trees _**  
**_All my life I've searched for trees, such trees as these _**  
**_The touch of their tufts is softer than silk _**  
_**And they have the sweet smell of butterfly milk** _

Soon, the animals scowled at the intrusive creature; it was not welcome in this forest...to them. Surely, they would take care of getting rid of it. The bar-ba-loots growled, a swomee-swan tapped a branch in its wing with a menacing look. Then, the creature pulled out a two giant, shiny rectangles. An angry bar-ba-loot leaped on it, biting it until it ripped and white objects rained down like snow. Ooh! Fiora examined the white thing: it was small and round, very soft, squishy. It tasted sweet...like the Truffula fruit, too sweet in fact, but nonetheless, pleasing.

Perhaps this creature wasn't so bad.

Soon, the creature carried everything into the cave, which was established as the creature's home. Fiora watched in wonder and fascination at all these curious objects.

Once it was finished putting everything inside the home, the creature pulled on some green hands and picked up a shiny, sharp-looking object on a long trunk, slinging it over its shoulder. It approached one of the Truffula trees, looking up at the pink fluffy tufts that swayed in the afternoon breeze. Then, the creature swung the object over its head and struck the tree in a loud, wood-splintering crack. It echoed throughout the forest, making it tremble. The animals gasped in horror and then retreated.

"OW!" Fiora cried out.

A gruesome wound began to form on her leg; blood trickled down towards her foot. For as the sprite of the forest, Fiora always felt what the trees felt: happy, sadness...their pain when they were sick and old. But this was something she never experienced before. Whatever the creature had used on the tree, it hurt so much!

The creature suddenly stopped, leaving the sharp object stuck in the tree trunk. It looked around confused: it heard Fiora's cry!

"Huh?" it said. "Who said that?"

Fiora clapped a hand to her mouth; she had to stay hidden. She couldn't let the creature find her. With a shrug, the creature went back to striking the tree; Fiora heard its anguished cries. With each blow, it was worse as the next.

Soon, the Truffula tree tipped over in a wood-splitting creak and moan until it crashed to the ground with a sickening thud. Fiora's eyes widened, horrified at such a sight: the creature killed the tree! Then it dragged the tree towards its home in a brutal and degrading manner!

Once the creature left, she limped painfully towards the stump. She touched it and felt the weak heartbeat until it was no more. A teardrop fell on splintered stump as she mourned its death.

It was always sad whenever a tree died. Many times the trees became sick and she could heal them with her magic...and sometimes, they were too old to be saved. Fiora accepted it when a tree's time had come. Once a tree died, it was irreversible to her magic. Yet, that didn't mean it was the end...new trees would come. But to see this tree brutally murdered in its prime was monstrous!

With her animals friends, they gathered stones and made a circle around the stump. She heard the trees singing their mournful song and sorrowful weeping for one of their fallen.

* * *

Once-ler was excited. After weeks of searching the globe, he finally found the perfect place! The soft tufts of the Truffula trees proved to be the perfect material to make his new invention, the Thneed. He couldn't wait to get started!

He was just about to gather the foliage when he heard weeping from a few feet away. He went to investigate and found a girl kneeling next to the stump where he had cut down the tree. He had never seen anything like her before! Wild-looking, yet very beautiful: green skin with vines all over her and flowing purple hair adorned with flowers.

But why was the she crying?

"Um...hey," Once-ler said gently, leaning forward.

The girl looked up with eyes that reminded him of dewy moss. Fiora turned to see the creature was staring at her in wonder. Her sadness was immediately replaced by disgusted outrage.

"HOW _**DARE**_ YOU!" Fiora shrieked; her hair changed to a frightening red. "You MONSTER!"

Startled, Once-ler jolted away from the shrieking girl, nearly tripping on his feet. Never had he been expected to be spoken to like that.

"Wha...?" he said confused. "Wait, did you just call me a monster? What did I do?"

"You killed this tree!" she yelled, pointing to the stump.

He fumbled to explain himself. "What...no, no! I cut it down. There's no need to get upset. It was one tree..."

"I don't care! Tell me, creature, how would you like it if someone cut _you_ down in your prime?"

He raised his eyebrows. "What are you talking about?"

"This tree was the same age as you when you killed it! I suggest you leave this place before the Lorax gets here!"

"The Lorax? What's that?" He was really confused now.

"He is the guardian of the forest and he will not be very happy when he finds out what you have done. Leave now, creature!"

Once-ler stared dumbfounded. This girl was crazy!

"But...who..." he said slowly, then he saw blood on her dress. "Oh! You're hurt!"

The poor girl! She must be in a lot of pain. He got down on a knee and leaned in, only for Fiora to shrink away, huddling against the stump. The creature was so close! Once-ler reached towards her...

"Stay back!" she barked. "Don't come any closer, creature!"

"Calm down," he said placating. "Let me see it."

He just touched the hem of her dress only to get slapped hard across the face; it stung and throbbed. A red hand print began to form.

"OW!" he cried, rubbing his sore cheek in annoyance.

"How dare you touch me!" she spat.

"Hey! I'm trying to help you here! There's no need to get so aggressive!" Once-ler replied.

"I do not need any help!"

"Well, you're bleeding and you're hurt! Let me bandage your wound. And don't worry, I won't look up your dress."

Bandage? What was this creature talking about? She looked at her animal friends, who shrugged as well.

Fiora watched as the creature gently moved the hem of her dress up, examined her wound with wide eyes and then grimaced. It took out what looked like a strange white...cloth out of its...pouch and it patted her leg; she recoiled at the shock of the touch. Fiora was not used to this.

Once-ler cleaned up the blood gently and bandaged her leg: it was graceful, covered in vines and tiny leaves with a very gruesome wound like she was struck by an axe. Her bare foot was dainty and elegant. He was able to get a little better look at the girl: she was strange looking, but quite beautiful and young, her cheeks glittered in the sun. Her face expressed strong indignation and confusion, her eyes were wet.

"There," Once-ler said tenderly. "Much better, right?"

She got a brief look at this strange creature: it had pale skin; the face was round and youthful, shaded by the grey object on its head. The starless night hair was swept to the side, hanging in its sky blue eyes that were filled with a mixture of concern and wonder. It had an adorable, upturned nose and a mouth with pouty lips that smiled wide serenely. Fiora had to admit there was an air of gentleness and compassion in the creature. Yet, why would a creature who committed a cruel act be so...kind? It didn't make any sense!

"I...suppose," Fiora said hesitant, touching her leg curiously.

"That was a nasty wound you got there," Once-ler said, straightening up. "How did you get it?"

"You did it, creature...when you cut down the tree. You see, the trees are a part of me. And I am a part of them. I feel what the trees feel..."

"Uh...right," Once-ler said cynical. "And what are you exactly?"

"I'm a sprite. I tend this forest. You should leave, creature! The Lorax will be here any minute now."

_OK...this girl isn't just weird, but off-her-rocker nuts! _Once-ler thought incredulous.

"Uh huh. And why are you calling me a 'creature'?" he asked.

"I don't know what you are. But I don't care either. Just get out of here!" she replied brusquely.

Once-ler frowned. "A thank you would've been nice for tending your wounds. You're an ungrateful bitch."

Fiora looked at her animal friends at what this strange word the creature had uttered only to be met with more shrugs of confusion. Fiora didn't know what that word meant, but she didn't like it either.

"Well, fine! Don't come crying to me when the Lorax appears," she said warningly.

"Fine. Just so you know, I have no intention of leaving," he replied stubbornly.

"Fine!" she huffed, putting her nose in the air.

The two of them turned away in childish annoyance; she swished her head and he stormed away towards his home.

Soon, the sky darkened and thunder rolled. The forest creatures and the sprite retreated in fear. Lightning flashed in the sky and then a white bolt struck the tree stump where the creature had chopped down the tree...

Soon the storm calmed and with a pop...the Lorax appeared. Slowly standing up, dusting himself off he found a dead stump. He was horrified! Who would dare do such a cruel act? He touched it, mourning the loss. Fiora and the animals slowly came out of hiding.

"Wha...what happened here, Fiora?" he asked, gesturing to the stump.

"A monstrous creature did this!" she said, outraged. "It murdered the tree!"

The Lorax furrowed his brows. "Creature? What creature?"

She pointed to the creature that was yanking Truffula tufts by the handful. The Lorax felt his rage and disgust rising, glaring with slitted green eyes at the one responsible for this heinous crime.

"Don't worry," the Lorax said, marching towards the creature. "I'll get rid of him."

* * *

Once-ler grumbled as he went back. The green girl was so weird...not to mention very ungrateful and rude. She just kept warning him some guardian of the forest would be here soon if he didn't leave.

No way! He wasn't going anywhere. He found the place where he could make his new invention, the Thneed. His family laughed at him, saying he was nothing more than a failure. Ha! He'd show them! And now this strange looking green girl wanted him to leave? Nope! Not leaving.

_Right. Guardian of the forest!_ he laughed to himself. Sounded like a bunch of craziness. Obviously she has lived in the woods for a long time and was making stuff up.

Still, the green girl was interesting. He wanted to see her again...well, maybe when she calmed down. When she told him she was a sprite, he couldn't believe it! A real sprite! How cool was that! He had heard about these magical beings in stories. Well, the sprite was not exactly welcoming...she was angry at him for chopping down the tree. What was the big deal? It was JUST a tree!

His cheek stung from the slap he had gotten.

_Well, that's the thanks I get for helping someone!_ Once-ler thought bitterly.

He decided to push his negative thoughts aside and go back to work. He began to pull off the Truffula's tufts in handfuls, tossing them in a burlap sack, whistling and humming to himself.

When Once-ler tugged on the next handful, it was heavier. He looked down, only for a diminutive orange creature with a bushy yellow mustache and matching eyebrows to pop up with an sharp...

"HEY!"

Once-ler let out a startled yell, stumbling on his clumsy feet and fell backwards. The orange creature marched towards the end of the tree where it had been cut.

"Did you chop down this tree?" it asked, arms akimbo and furrowed eyebrows.

"Uh...no," Once-ler lied, shaking his head slowly.

"Well, Fiora said you did."

"Fiora?"

"Yea. Fiora...the green girl..." the Lorax answered. When he saw the red handprint on Once-ler's face, he chuckled. "Ah! I see you've met her already."

"Fiora?" Once-ler said dumbly. "That's who slapped me? That's her thanks for tending her injury."

"Serves you right, Beanpole," he laughed. Then, returned to the subject at hand. "So, did you chop down this tree?"

"What's that?!" he gasped in surprise, pointing in the opposite direction.

The orange creature turned around and Once-ler dropped his axe upon the smallest bar-ba-loot, Pipsqueak, who grunted with an 'oy'.

"I think he did it," he said, pointing a blaming finger at the baby bar-ba-loot.

The Lorax groaned, obviously not fooled.

"Leave!" he shouted, flapping its hand dismissively. "Vacate the premises! Take your axe and get out!"

"Yea...and who are you?" Once-ler smirked, poking the furry creature in the ribs.

"Wha...I'm the Lorax. Didn't Fiora tell you? Guardian of the forest. I speak for the trees."

Lorax stared at him with raised eyebrows like 'hello? you know what I'm talking about'. Once-ler shrugged, perplexed.

"What?" the Lorax continued incredulous. "You didn't just see me magically appear out of that stump with all the lightning and thunder and stuff? You didn't see any of that?"

"No. But that sounds amazing. Can I see some of that?" Once-ler replied, excited.

"Um...yea. I could show you. But that's not how it works."

"OK...um, didn't really happen," said Once-ler with condescending disbelief.

Then, he lit up as he recalled how he won over the forest animals.

"Oh! I know what you want!" he said, poking the Lorax's nose. Then pulled out a marshmallow out of his pocket and squished it between his fingers, cooing at the Lorax. "I got one of these for the cutest little guy I ever saw! Yummy! Yum yum!"

"How dare you!" the Lorax exclaimed in outraged. "Gimme that!"

He snatched this thing that was shoved in his face out of Once-ler's fingers, then sniffed it for a moment, pleased by the smell of this object.

"I'm gonna eat this, but I'm highly offended by it."

He popped it in his mouth, munching on it, very pleased by the taste. Then the Lorax took a little hop off the tree and started to kick the wooden stakes that held up Once-ler's cottage. Once-ler chased him around, hammering them back. Fiora watched from the bushes, sniggering.

"Whoa! Hey! Hold it there, Mustache! What's your deal, man?!" he shouted, hammering the stakes back in the ground.

"Time for you to go, Beanpole!" the Lorax said.

This chase went on for a few minutes, going faster and faster...

"Pull 'em right out and I'm just gonna put 'em right back in," Once-ler complained, hammering the stakes back in. "I can do this all day. Unbelievable!"

...until turning a corner, he grabbed Pipsqueak, who was caught in one of the ropes...

"Whoa! Stop right there! Stop it!" the Lorax exclaimed, holding up a hand. He freed the baby bar-ba-loot, patting his head. "So, you would hammer one of nature's innocent creatures?"

"What?! No, I would never hit this little guy," Once-ler exclaimed horrified. Then shouted threateningly, brandishing his mallet to Lorax. "But you, on the other hand, I would gladly pound you _and_ your mustache into the ground!"

"Behold!" Lorax said to the animals, holding his hands up. "The intruder and his violent ways."

Sheepishly, Once-ler dropped his mallet on the ground and tried to hide it behind his feet. Then Lorax turned to Once-ler, wagging a fuzzy orange finger at him.

"Shame on you! For shame!"

The creatures behind him scowled and nodded in agreement. Really? First a weird green girl told him to leave...and now this?!

"Alright, you know what? That's it!" Once-ler asserted. "You listen to me, you furry meatloaf! I'm gonna chop down as many trees as I need. Newsflash! Not goin' anywhere!" Once-ler turned and stormed towards his cottage. "End of story."

He stuck out his tongue and blew a raspberry in petulance, then slammed the door...

...Only to find the Lorax right there behind the door!

"Then you leave me no choice," the Lorax said in a grim voice. "If you are not gone before the sun sets on this valley...all the forces of nature will be unleashed upon you...and _CURSE_ you until the end of your days! _You_ have been **warned**."

The Lorax reached for the doorknob, only to find he couldn't...with a few frustrated hops.

_Wow! __Some guardian of the forest! _Once-ler laughed to himself with an eye roll as he opened the door for the Lorax.

"Thanks," the Lorax said with embarrassment. Then finally, "You have been warned!"

Once-ler slammed the door in his face. He shook his head in disbelief. What a weird encounter!

* * *

Fiora waited in the bushes for the Lorax to return after witnessing the entire scene.

"Well, how did it go?" she asked. "Is the intruder leaving?"

"I don't think so," he said. "He's a stubborn one."

"What is that creature?" she asked, pointing to Once-ler.

"It's a man...you know, a human."

"A...human?" she said, curiously.

The Lorax sighed. Yet, he knew he had to be patient since Fiora had never seen humans before. She seriously needed to get out of the forest once in a while. Not that she ever would. No. Fiora was content just being in the forest.

"Yea. They're strange creatures with round ears that are noisy, invasive pests," Lorax explained. "And they're all shapes and sizes too, males and females. If there's one, there's more to follow."

"So...what should we do? How do we get rid of the human?" she asked.

"Well, I might have an idea..." the Lorax replied with a sly look.

The guardian huddled up with the forest sprite and the animals, coming up with a plan to get rid of this pest...giggling...


	2. Forces of Nature

_Forces of Nature _

Once it was dark, the Lorax, Fiora and Pipsqueak watched the round-eared intruder in his home. He wore different clothes this time: blue with some kind of yellow dots on it. The human was doing the strangest thing with the Truffula tufts: he bound the tufts together with two long shiny objects that clinked. Fiora was so fascinated. She had never seen anything like this! This had to be more magic! Who knew humans could do such things!

"What is the human doing?" asked Fiora curiously. "And what are those things?"

"It's called knitting," the Lorax said. "What he's using are called needles."

"Why do they make that strange sound?"

"They're made of metal. It's like a shiny rock."

Fiora was beyond amazed. Though she didn't like this human, she couldn't help wanting to know more about this strange creature. The Lorax explained everything earlier about the human and his things. The big home that the human lived in was called a house: the holes in it were windows and the flat wood thing was a called door. The vines were called ropes. The sharp wood sticks in the ground holding them in were stakes. The green hands he wore were called gloves. On his head was called a hat. On his feet were called shoes. And the shiny, sharp object he used to cut down the tree was called an axe. Fiora took an immediate dislike for this particular object.

Then the human yawned and lied down in a strange thing, which was called a bed. Then his house went dark! Oh! What made it do that? The Lorax said it was a lamp.

"So, what's the plan?" Fiora asked.

"Just go to the door," Lorax said. "Shake it a bit...make scary noises...then, I'll scare him off with these branches."

"Are you sure that will work?" She raised an eyebrow. It sounded a bit silly.

"Of course it will!"

The three of them tiptoed towards the window, looking in at the snoring human. It was a little dark inside the human's home, but Fiora could make out a few objects inside.

"OK. Time to release the Kracken." Lorax chuckled impishly. "Go ahead, Green Girl."

Fiora tiptoed towards the door, shaking the door and made loud sounds, then took off to hide in the bushes to watch the show. Lorax held up two giant branches in the light of the moon, which looked like scary hands.

Once-ler was startled awake by the rattling of the door and the scary noises. He saw a shadow on the wall. He pulled the covers up, curling up and whimpered frightened.

"Yooooouuuu are doooohoooommed..."said Lorax in a scary ghostly voice.

...until Once-ler saw a fuzzy, mustached shadow. His face dropped with annoyance. Really?! He seemed to recall his brothers pulling the same prank on him when he was a kid. How lame was that! Obviously, they were trying to scare him away. Nope! He wasn't fooled. He grabbed the hose and sprayed the Lorax with water, then went back inside.

The Lorax spluttered, shaking his wet fur, which made him all poofy. Fiora and Pipsqueak laughed, rolling on the grass.

"Hey! This isn't funny, Green Girl!" said the Lorax sulkily.

"I'm sorry," she giggled. He looked absolutely ridiculous.

"Alright! That's it! Now he's REALLY on my bad side! Time to bring out the big guns!"

* * *

Soon, the full forces of nature were unleashed upon the round-eared intruder...

They tried everything to get him to leave: from stuffing prickles and sticks in his pillow and mattress, mud in his shoes, stealing his clothes and throwing them up in tree tops, wetting his sheets and blankets with cold water, thorny vines on his seats. They even released insects inside his home: mosquitoes and fleas bit him in his sleep, ants, beetles, and locusts crawled everywhere and got into everything, spiders dangled from silken webs, and gnats swarmed around his head, getting into his ears and nose. There was one time, Fiora made vines grow all over, which he woke up entangled in them.

They watched as he shrieked loudly, scratching furiously at his body, flailing his arms and dancing in a funny manner...

Once-ler, covered in bites, sore, wet, cold and miserable, glared at the devious dwellers of the Truffula forest. Try as they might to get rid of him, oh no! He was not going anywhere! No matter how much they tormented him, he wouldn't budge.

_This human is stubborn!_ Fiora thought.

In another vain attempt to drive away the human, the animals threw a wasp nest into his house. Once-ler ran outside, screaming and frantically waving his arms about, running away from the swarm of angry wasps that stung him aggressively. Welts swelled up all over him. It was funny seeing him act like that...until he collapsed on the ground, wheezing. He couldn't breathe! Fiora stared in horror. Apparently, bee stings made him sick!

Though she wanted to get rid of the human, she couldn't let him die. She commanded the wasps away, then touched his swollen face and absorbed all the venom out of his body. Blinking his eyes, he stared at his hands in amazement, watching the stinging welts disappear and the swelling recede, his throat was opened and coughed.

"Wha...what did you do to me?" he exclaimed, flexing his fingers.

"I healed you," she said simply.

"You saved me?" Once-ler said, confused. "But why? I thought you wanted me gone."

"I may not like you here, human," she said with a cross look. "But it would be cruel to let you die like that."

He couldn't believe it! She saved him even though he was not wanted here. He was about to say something sarcastic to her...especially after their first meeting. But, this was a near-death experience...it paled in comparison to her injury.

"Thank you," he said half-grateful with a shrug.

"You're welcome," she said with a smile, her mossy eyes glittered.

"Now, would you and your friends _please _stop tormenting me?" he pleaded with exasperation.

"Not unless you stop cutting down more trees," she said with her arms crossed.

"Well, I can't promise you that."

The forest girl frowned. "Then,_ I_ can't promise you that my friends will leave you alone. All you have to do is stop cutting down trees. What is so hard about that?"

Once-ler sighed exasperated, dragging a hand down his face. There was no reasoning with this girl!

"Seriously, what is the** big** deal?" he asked. "It's just a tree! Why does it matter?"

"It matters because I feel the trees' pain...and _really_ hurts. Besides, would you like it if someone put an axe through you?"

"Right," he replied unconvinced. "And why are you so eager to have me gone?"

"You don't belong here, human," she replied. "Plus, the trees are needed here. You're destroying the only home we have."

"Well, I'm not leaving," he said stubbornly. "I'm going to cut down these trees. And you and your little friends can't do anything about it!"

"You are very cruel, human!" she spat angrily. "I save your life...and yet, you insist upon murdering these trees! Is it always an inborn need for humans to kill and destroy everything?"

Once-ler rolled his eyes. "You know, not _all_ humans are like that."

"You certainly aren't making that point very well," she countered.

"Well clearly, _you've_ never met any humans."

"Maybe I don't like them. I certainly don't like you."

"Wha...but, you don't even know me!" he exclaimed incredulous.

"Maybe so, but I don't care either, human!"

"Well, fine!" he said. "Then, I don't like you either!"

"Fine!" She swished away, then shouted over her shoulder, "And don't count on me to save your life again either!"

"FINE!"

He stormed back to his cottage. Stupid, annoying sprite! What was her problem?! He shouldn't be surprised if the forest girl didn't like him. He was used to rejection. He shrugged and went back in his house.

Fiora returned to her friends, fuming furiously. This human was so cruel, stubborn and ungrateful!

"Well, what happened?" asked Lorax.

"The bee stings...it made the human sick," she said. "I couldn't..."

"It's fine, Green Girl," Lorax said gently, touching her shoulder.

"Are all humans so cruel?" She glared at the human.

"Mm, some. There are good ones too."

Strange. This human was cruel...yet, Fiora could see in his eyes that there was goodness in him.

"The human did seem...er...worried when I got hurt and was kind to heal my leg," she said.

The guardian looked surprised when his pupil told him this. "Really?" the Lorax said.

She showed him the bandage. He hummed deep in thought: the human refused to stop cutting down the trees, they pestered him to get him to leave...and when the forest sprite told him about the human's act of compassion. Maybe he should give the human a chance.

"I'll talk to him again," he said.

The Lorax went over to the Beanpole's house. He was sitting on a chair, sulking.

"What do you want, Mustache?" snapped Once-ler. "Come to unleash more forces of nature on me to get me to leave?"

"No," the Lorax said. "I just want to talk. That's all."

"Well, talk."

"First off, Fiora told me what you did..."

"What did the whiny green tattletale say this time? Did she run crying to you and tell you I was mean?" he said sarcastically.

"Just shut up and listen, Beanpole. She told me about what you did and I have to say...I'll reconsider letting you stay IF you would just stop cutting down the trees."

"I don't need your permission or approval. I'm sticking with my word of what I said earlier."

"It's my forest, so what I say goes. So if you don't wanna agree to my rules..."

"Just get out!" Once-ler yelled, closing the blinds in his face.

"I guess we're gonna have to play hardball then..." murmured the Lorax to himself.

Tonight...the intruder would be gone for sure...

* * *

By nightfall, they waited again for the round-eared intruder to fall asleep. The bar-ba-loots picked up the human's bed and carried it out towards the door, only for it to get stuck!

"Seriously!" Lorax hissed. "Who taught you to steal a bed?"

They finally managed by slipping the the sleeping human in his bed out the open window. Lorax chuckling evilly, leading the animals and Fiora towards the river and gently placing it down, giggling. The round-eared intruder would be out of the forest...and the plan would've worked well...if Pipsqueak hadn't been on the bed!

"Can he swim?" Lorax asked the other bar-ba-loots, who only shook their heads. "Of course he can't! Great!"

They chased the bed down the river.

"Hey, you fishies," he said to the humming-fish. "Stop that bed.

They grabbed the blanket, only for it to come right off the bed! Once-ler curled up, shivering...then grabbed Pipsqueak and cuddled with him. They looked for another way to grab Pipsqueak off the bed. Seeing a bowing Truffula tree by the shore, it was enough to reach him.

"Fiora, operation vine swing!" The Lorax said, panting.

Fiora touched the tree; vines emerged from her hand and wrapped around the tree, then descended over the river, growing just enough for Lorax to climb down it and reach for Pipsqueak...it would've worked...only for Pipsqueak to walk right passed him towards a Truffula fruit.

_Ugh! Bar-ba-loots!_ sighed the Lorax.

Soon, the human's leg dangled into the river, only for it to direct it towards a small waterfall; the two spirits went wide-eyed, knowing where that part of the river was heading.

"Oh that's bad," said the Lorax.

"Oh Nature's breath," gasped Fiora.

They heard the humming-fish sing the funeral march, bursting into a run, chasing after the floating bed.

"HEY, BEANPOLE!" shouted the Lorax. "WAKE UP!"

Pipsqueak ran to the foot of the bed, only for it to flip under the water and back up again. He awoke with a start, spluttered and coughed, soaking wet and covered in fish, who jumped back into the river immediately. He saw Pipsqueak at the foot of his bed, who giggled innocently.

"W-What's...happening?" he stammered, startled and confused. "Where am I?"

"You got trouble! It's coming up fast!" The Lorax shouted, pointing in the direction.

He turned around to see dangerous rapids that roared angrily. His bed bounced and bumped against the sharp rocks roughly. Once-ler shrieked in terror as he continued to descend, holding onto his bed. Soon as it reached the bottom of the rapids, the river was calm, which Once-ler laughed, relieved...

"HUMAN! LOOK OUT!" shouted Fiora, knowing that at the end of that calm of the river...was a giant waterfall.

"Help me!" Once-ler cried out desperately, using his pillow to row towards the shore, only to prove it was useless. "Do something!"

"Help is on the way!" Lorax called.

They looked around for something...to see a boulder on the cliff. Lorax hurriedly climbed up the hill, shoving a stick under it, jumping frantically until it fell loose and rolled down...just hitting the human's bed on target. He shrieked as he was catapulted through the air along with Pipsqueak...then landed on the ground with a sickening thump.

"Oh...no!" Lorax exclaimed, grabbing his mustache in horror.

They ran towards the human. Lorax smacked him, trying to wake him up...he lay there, limp and unresponsive. He was ice cold!

"Fiora!" Lorax said, desperately. "Please! Save him!"

Angry as she was at the human for his cruel refusal, she couldn't let him die. Plus, she only had a small opportunity before it was too late. Reluctantly, she touched the human's chest, feeling his ceased heart, concentrating on it...using every ounce of energy and magic she had...a golden light glowed from her hand. She felt her own life force being drained...her eyes rolled, her skin paled, her hair turned white...collapsing.

Once-ler bolted upright, gasping as he was revived, touching his chest...

"I was heading into the light...and then...you pulled me right back!" he laughed, overjoyed. "And here I am! You saved my life!" He hugged Lorax.

"Don't thank me," said Lorax. "Thank Fiora."

"What? She saved me? But she said she wouldn't."

"Well...yea. It's in her nature to do so."

He looked over at the limp Fiora, lying on the ground...still...completely white as a ghost...her hair spread out. Here he was being so cruel and this sprite had saved him twice. This time, she gave up her life to bring him back.

"Is she...?" he said, worried.

"No, she's just passed out. Reviving things takes a lot of magic and energy for her."

"I can't believe it! I almost went over that waterfall..." Then he thought for a minute, confused as of how he got there in the first place. "Wait...my bed? How did my bed get in the river?"

"Erm...well..." Lorax said slowly, trying to come up with an explanation. "About that...actually...we put your bed in the river."

Once-ler's face dropped in a frown.

"Look, we didn't mean you any harm," Lorax explained. "We just wanted to calmly float you away."

Once-ler scowled as he walked in the direction of the waterfall to go look for his bed.

"Look! Everyone here needs the trees!" Lorax said. "And you're chopping them down! Couldn't you just stop...for Fiora's sake? She saved you...twice already."

He sighed in resignation, looking at the ashen, unconscious Fiora. She did save him. And he was very grateful.

"Alright, then. I hereby swear I will never chop down another tree," Once-ler said, placing his hand on his heart and one up, "I promise."

"Thank you," Lorax said, relieved. "But I'm gonna keep an eye on you to make sure you uphold that promise."

"Right," he said, skeptically. "Well, I've got a big day tomorrow so I'm gonna get some sleep.." He stretched and yawned, about to head in the direction of his cottage...only to slump towards the waterfall. "Right after I find my bed," he groaned.


	3. Rude Awakening

_Rude Awakening_

Fiora felt...death...cold...the trees saw their lady dying...returning her to life. She gasped, blinked and found the animals and Lorax, standing over her, worried. She had an ache in her head, groaning.

"Are you alright, Fiora?" asked Lorax concerned, helping her up.

"Yes," she said, rubbing her head. "Is the human...?"

"He's fine."

"So, what happened?"

"Beanpole said he won't chop down any more trees. He promised."

"Really?" she said overjoyed.

"Yea. But I should make sure he upholds that promise."

She nodded in agreement. She bade her friends goodnight and headed towards her home tree in the center of the forest, curling up underneath the soft tufts of the Truffula trees. A good night sleep will do since reviving that human wore her out. She should thank him for changing his mind.

* * *

By early light, the sound of the humming-fish crowing like roosters rose over the treetops. Fiora stretched, feeling much refreshed. She stepped out of her home tree, climbing down and went to the human's house. Along the way to his house, she found a very strange thing just on the shore of the river, picking it up. It was wet, some kind of white cloth covered in red shapes that she had never seen before. This had to belong to the human. She should return it to him.

When she got to his house, she crept quietly through the window, seeing the human sleeping so peacefully. She stared at the bed. What was it like to sleep in it? Just by looking at the human's contented smile, it had to be as comfy as her home tree. She lifted the blanket and climbed in. Oh! Indeed it was...but much warmer than her home tree! She closed her eyes and nestled her head on the soft rectangle the human rested his head on. Ooh! So cozy!

All the animals had seen Fiora climb through the window and decided to follow as well, making themselves comfy in the human's home. Lorax was on his morning stroll. As he was enjoying the tranquility of the woods, he heard what sounded like two girls screaming and jogged towards it...

Soon, the sun rose up, shining through the stained glass window, warming the cottage. Once-ler felt so comfortable and warm. There was a scent of flowers filled his nose. How nice it was to wake up to something that smelled pleasant. He rolled over in his bed, blinking his sleepy eyes...only to find the green girl in his bed! Startled, he let out a loud, alarmed scream, waking her up...which made her bop him in the nose.

"OW!" Once-ler exclaimed, rubbing his nose painfully. "OK, what...are you doing...?" When he looked around, his face dropped in a frown. "Question: what are they doing here?"

He pointed around the room to find all the forest animals sprawled all over his cottage: the swomee-swans hung upside down or roosted in bowls, the fish in cups and glasses, the bar-ba-loots in drawers, cabinets, shelves, the floor, chairs and on his bed. Pipsqueak under a book, sucking his thumb.

"And follow up if I may," he said in a calm manner, then demanded angrily: "What are YOU doing in my bed?"

"Oh! Well..." Fiora said, her eyes sparkling with innocence. "I wanted to thank you for changing your mind about cutting down the trees, human. I appreciate it very much."

"Uh huh," Once-ler replied flatly. "And that made you climb into my bed?"

"Well, no." Then, she held up the spotted, wet cloth. "I found something of yours and wanted to return it..."

Once-ler immediately recognized the wet cloth that was held in the green girl's pinched fingers. His cheeks reddened with a mingle of embarrassment and anger.

"Hey!" he exclaimed, yanking it away. "That's my underwear! Where did...?"

"What's that?" she interjected curiously.

"Never mind," he said hurriedly, tucking the wet cloth away.

"Well, I wanted to return your...underwear..." she continued, repeating this new word she learned, sitting on her knees. "But when I got here, you were asleep."

While she explained herself, something wet dripped on his nose...looking up to find a snoring bar-ba-loot on his overhead lamp, drooling. A few more drops fell on him.

"Ew!" he groaned, wiping his nose in disgust. Then responded in annoyance to Fiora, "Exactly. And sleeping is the body's way of telling others to go away."

"Ah. I'm sorry, human. It's just that you looked so cozy...and this bed looked comfortable...and warm. It was quite cold outside. I fell asleep...no harm done."

"'No harm done'? '_No harm done_'?!" he repeated angrily, curling his fingers into claws. Then pinched the bridge of his nose in frustration. "Ohhkay! Well, I don't appreciate it when a girl just climbs into bed with me without asking. It's embarrassing."

Fiora looked puzzled; she had never heard this word before! "What does 'embarrassing' mean?"

"That's when you make someone feel very uncomfortable," Once-ler explained.

"I'm sorry. I didn't mean to make you feel...embarrassing," she said, slowly as she understood this new word.

"It's 'embarrassed'," he corrected. Then, the girl started leaning towards him a bit, making him flinch. "W-what are you doing?"

She stared at the human, studying him intently. Just everything about this creature was interesting to her. She was able to see him better now that he didn't have that hat on like when they first met. He had light speckles on his cheeks like a swomee-swan's egg. The color of his tousled hair and his eyes. His round ears. His cute nose. His pouty lips.

Once-ler stared back at the strange girl on his bed, gawking at him like he was a specimen in the zoo. Really? First, he finds her in his bed...and now this! How much more awkward could it get?! This girl was weird!

"Uh...what are you staring at?" he asked with a raised eyebrow.

"Your speckles...I like them," she said. "And your eyes...they're so blue...like the sky..."

"Er...thank you?" he said hesitant.

"And your hair...it's like a starless night," she resumed, reaching out to touch his locks, which made him twitch. "And your ears...I've never seen such things!" She just barely grazed one with her fingertips.

Clearly this girl had no concept of personal space...and it was getting more uncomfortable by the minute. Fiora's mossy eyes wandered to the bunnies on his pajamas; fascinated and bewildered, she poked one on his chest.

"I like these circles...what are they?" she asked as she turned her attention to the buttons with more pokes.

"OK!" he said irritated, gently removing her hand. "Have you ever heard of a little something called personal space? You certainly didn't like it when I tried to look at your wound when we first met."

"Sorry," she said, looking down a bit as she played with a lock of hair. "It's just...I've never seen a human before. Ever since you came to the forest, you are fascinating."

"Well, I'm glad you find me that way. But I don't like it when you poke and stare at me. It's rude."

"What's 'rude'?"

"It means you do something that another person doesn't like."

Fiora was beyond amazed. There were words the human said that she had never even heard before! Were there other words that he knew?

"I didn't mean to be...rude, human..."

"And could you stop calling me 'human'? I have a name, you know. It's Once-ler."

Fiora raised an eyebrow. "What kind of a name is that?"

Once-ler frowned grumpily. "Are you seriously going to make fun of my name?"

Another puzzled look from the forest girl. "Why would I do that?"

"You asked me why my name is strange."

"It is strange...but I didn't know humans had names. I'm sorry if I was...rude...Once-ler..." she repeated these new words she had just learned.

"It's alright," he said.

"Also I'm really sorry for all the stuff we did to you to try to make you leave."

Once-ler had never been apologized to before...most of the time it was either cruel or someone wanted something from him. After that, they were meaningless. From the green girl, it sounded genuine and sincere, almost like a child who had hurt their best friend's feelings.

"It's OK," he said.

Lorax got to Beanpole's house and what should he see...he and the green girl in bed together! Oh no! If he knew anything, males had funny thoughts, especially at Beanpole's age. He climbed in the window with effort.

"WHOA! Six inches apart, you two!" said Lorax, separating them with a push. Then pointed a scolding finger at Once-ler. "And no funny business from you, mister!"

"Tell that to the girl who climbed into my bed," Once-ler snapped.

"As for you, young lady!" scolded the Lorax. "No more climbing into bed with the human!"

"Very well," she said.

She stepped out of the bed gracefully and began to pirouette around the room, touching everything in sight with her fingertips, filled with curiosity like a child exploring a new place. Everything was so shiny! She asked Once-ler what everything was as she found a new object.

_Great!_ thought Once-ler, irritated. _Just what I need in the morning: a girl who asks over a million questions!_

He was going to need a cup of coffee if he was going to get through the day, dealing with this inquisitive girl. He was about to reach for a mug when he found a fish bathing in it, gasping in revolted disbelief.

"OK, I put my lips on the...well, I used to anyway," he sighed in exasperation.

Then, a swomee-swan squawked and grunted...then stood up to reveal a freshly-laid egg in his bowl.

"Ew! Did you just...in my bowl?!" he exclaimed, recoiling in absolute disgust.

Fiora looked overjoyed at the sight of the egg, then stroked the bird's head so lovingly. The Lorax laughed a bit.

Once-ler collapsed on the floor, overwhelmed with all these intruders in his home: the floor covered in muddy tracks, his utensils being used by creatures...and a strange green girl who crawled into his bed and asked endless questions. She started greeting her animal friends, caressing fur, feather and scale. The humming-fish leaped up and kissed her cheek, the bar-ba-loots stared adoringly, and the swomee-swans nuzzled their heads against her, which were met with giggles. She was like Snow White or something. Soon, flowers popped up from between the cracks of the floorboards.

"Uh...what's with the flowers?" Once-ler asked.

"Oh, pardon me!" Fiora giggled as she looked at them. Her hair turned a shade of pink this time. "It's my magic. It's been acting a bit funny since I revived you."

The Lorax picked up Once-ler's toothbrush, laughed to himself as he used it to comb his mustache.

"Heh! Why do you have one of these?" he chuckled. "Y'don't even have a mustache."

Once-ler grimaced with a whine of revulsion at the yellow hairs stuck in the bristles of his toothbrush. He officially lost his patience.

"OK, that's it!" he said, holding up a hand.

"What? I thought we had a deal last night?" said Lorax, approaching the fridge.

"Yes, we did!" he responded, getting into Lorax's face with a pouty glare. "And I said I wouldn't chop down anymore trees."

"And I said I was going to keep an eye on you." He rubbed his fuzzy hands together. "I'm starving, what's for breakfast?"

He opened the fridge, to find the very fat bar-ba-loot, Lou, stuffing his face with sticks of butter...along with two more bar-ba-loots sleeping in there.

"Breakfast is overrated," Lorax chuckled with a shrug while Once-ler stared with wide eyes.

Fiora was transfixed by the fridge. She reached in and felt the cold air; the leaves on her vines crinkled a bit.

"Ooh!" she cooed. "How strange! It's winter inside a box! What is it?"

"OK!" said Once-ler to Fiora, closing the fridge and ignoring her question. "Could you kindly take your friends outside? I'd like to have some privacy." Sensing she was about to ask another question, he added, "And to save you time on questions, it means 'get out of my house and leave me alone.'"

"Why?"

Jeez! AGAIN with the questions! It was like talking to a child! Once-ler grunted, ready to explode, dragging his hands down his face. He was getting a headache.

"Alright, you know what?" he sighed. "I've got work to do."

With an impish grin, he just stripped out of his pajamas right there. _Just act like nothing's going on and hope they get the point._ Once-ler thought to himself mischievously. Maybe it would scare them out.

The animals and the Lorax seemed to be shocked that he undressed so boldly. Fiora stood there, transfixed. Oh! What was the human doing? She stared at the human's features and physique: he was so pale...and slender with a little lean muscle. Drawing in a breath, her cheeks burned a bit and her green eyes wandered...

That was it! The Lorax was willing to put up with the human living in his forest, but disrobing in front of his pupil who was completely innocent. After finding her in bed with Beanpole, seeing the naked human drew the line!

"OK, young lady! Outside!" said the Lorax firmly, hastily pushing her towards the door. He had to climb a chair to reach the handle. "Go on now! Shoo! And no looking in!"

The Lorax slammed the door. He hoped Fiora wouldn't have any questions about what she just saw.

Once-ler pulled on his clothes, relieved that Fiora was FINALLY gone. He was embarrassed enough.

"Seriously, what is her deal?" he said to the Lorax. "Jeez! She acts like she's never been around people before!"

"She hasn't, Beanpole," Lorax replied. "She has no concept of human ways or customs. You just need to be patient with her."

"No kidding," he said flatly. Then he perked up, "Well, I gotta go into town to sell my Thneed." He held up his Thneed, smiling very proudly.

Lorax scoffed with a laugh. "You cut down one of my trees to make _that_ piece of garbage?"

"It's not garbage!" Once-ler said. "It's a revolutionary product that will change the world as we know it. It has over a million uses. Look it's a swimsuit!" He began to demonstrate, grabbing Lou, the fat bar-ba-loot. Then, he spun the bar-ba-loot out of the swimsuit.

"Muddy tracks all over your floor from uninvited guests?" he continued, knelt on the floor, gesturing to the muddy tracks and Fiora's footprints. "Well the Thneed comes in handy for that." He whooped as he wiped up the mess.

"And thanks to its all-natural micro-fibers, it's super-absorbent," he continued, dipping it in a glass of water that a fish was in, which sucked up the water in a slurp.

"...and it can be worn as a hat." He finished, plopping it on an unimpressed Lorax's head. "Of course you should wring it out first."

"Go ahead, knock yourself out," said Lorax, tossing his wet invention back. "But just so you know, no one will ever buy that thing!"

"Good to know," he said sarcastically. "Well fortunately, you're not the target market, weirdo."

He wrapped his Thneed around his neck like a scarf and grabbed his guitar, opening the door, strumming the strings.

"You're bringing a guitar?" Lorax laughed.

"Oh, yea! I've got a little jingle. Gonna blow some minds," Once-ler said proudly with a defiant look. "Gotta sell some Thneeds."

* * *

Once outside, he found Fiora standing in front of Melvin, his mule, stroking his muzzle. Already, Melvin had taken a liking to the green girl.

"What a fine beast you have here," she said. "What is it?"

Once-ler sighed, but had to realize he needed to be patient. "It's a mule and his name is Melvin."

"Oh! He's...lovely! I sense he's a very hard worker."

Melvin looked sheepish as Fiora continued to stroke him lovingly.

"Yes, he is," Once-ler said as he slung over a sign over Melvin's back. "Now if you'll excuse me, I have to go into town, which is a forest filled with humans."

Fiora stared curiously at the fuzzy, pink object that Once-ler wore around his neck.

"What is that?" she asked, pointing to it.

"It's my invention..." he said with a cocky smirk. "The Thneed."

"What's an invention? Is it human magic? I didn't know they could do magic."

He laughed a little. The green girl was annoying, but at least she was starting to understand.

"Well, if that's how you put it, then yes. Something like that," he said.

She touched the Thneed curiously. She recalled seeing Once-ler using the Truffula tree's tufts to make such an item.

"So you killed one of the trees to make this?" she asked with a frown.

"Well...yes," he said. "I...look, I promised I wouldn't chop down any more trees."

"But, why would you commit such an cruel act against a tree to make this?"

"Well, the trees are just what I need to make it. It's the right material. Plus, my Thneed would make me money..."

"Money?"

AGAIN with all these damn questions! His head was about to explode.

"Jeez! Do you EVER stop with the questions? It's really annoying!" he shouted.

Fiora looked at the human as he said this new word with a very unpleasant look. Apparently she made him this way by asking questions.

"What does 'annoying' mean?" she said with a frown. "I certainly don't like this word...it sounds...unpleasant..."

Once-ler suddenly found himself laughing. "Well, yes...it is. It's a very unpleasant feeling..."

"Like...angry?" she said slowly as she understood this new word.

"Yes! Angry. Yes...you are making me angry."

"Oh," she said. "I'm sorry. I didn't mean to make you angry."

She looked sad, which sort of reminded of himself when he heard his mother say how much of a disappointment he was.

"No, it's fine," he said calming himself down. "I'm sorry if I'm being...rude. It's just...you ask so many questions and I'd like to answer them, but you need to slow down a bit."

"Very well, Once-ler," she said. "I mean...I'd like to know more about your objects and your magic."

"Well, not today, Fiora. Maybe when I get back later...I'll be happy to show you some things."

She was excited to hear this. Just as he was about to go. "Just one last question...I promise."

Once-ler sighed. "Go ahead."

"I like your music tree," she said. "Where did you get it?"

"Music tree?" he said confused.

"Yes. That's what that is, right?" She pointed to his guitar.

Once-ler was amused. "It's called a guitar. It belonged to my father."

She mouthed the word slowly as she learned about the new object and was beyond fascinated.

Fiora wanted to ask more, but she refrained. She didn't want to anger the human. He was a curious thing...cruel at times when it came to the trees. But he promised he wouldn't chop down another tree. She hoped he would. She would like him to stay here and learn more about his world.


	4. Human World

_Human World_

* * *

_Present Day-Years after Day of Destruction  
_

_The old man looked out at the vast, desolate wasteland through the narrow space of the boards of the window. The darkness was broken by a lantern outside his home, a speck amidst the haze that hovered over the ground, hiding the ugliness of the land...though he knew what was there. Sharp, wooden splintered angles of tree stumps pierced the fog. The dark purple sky filled with toxic smog, all flora was gone replaced by dirt and rocks...what little plant life was left was brown dried grass and dead bushes that reached up like ugly, blackened clawed hands. No fauna lived here either except a few black crows that split the silence with harsh caws. The smell of pollution, smoke, and death hung in the air, making him cough now and then. _

_Try as he might to hide the sight of the land in a vain attempt to forget, the memories he couldn't forget. They burned in his mind for many years, especially one heart-wrenching...  
_

_All he could see were those eyes: pale, sunken filled with tears that __expressed despondence, anguish and betrayal...staring up at him through small, lank strands of colorless hair..._

_The horror and remorse clawed inside him when the flash of those eyes came into his mind...hearing the despair-filled voice that echoed in his mind, as it spoke the most harrowing word through dry, cracked lips__:  
_

_"Why?" _

_Tears flooded the old man's eyes, weeping as he touched the small, round object in his pocket..._

* * *

Fiora watched as Once-ler walked away with his mule named Melvin to sell his strange invention. She had to admit after being in his house, she was fascinated by all the objects. She wanted to see more of this human's world.

She climbed through the window and explored some more. It seemed everything in the human world gleamed, hard, sharp. It made no sense. Yet, there were some things that were soft and warm that she liked. The human's bed certainly was. She squat down and looked at Once-ler's pajamas.

The Lorax chuckled to himself, watching his pupil explore everything in the human's home. There were objects that looked like rectangular rocks: hard on the outside, but smooth and white inside.

"What are these?" she asked the Lorax.

"They're books," the Lorax said. "Humans use them to gather knowledge."

She touched this new object and discovered it split open, making her gasp in shock!

"I think I broke it, Lorax!" she exclaimed.

"It's alright, kid," said the Lorax with a laugh. "It's supposed to do that. You just opened it."

Fiora stared in fascination at the book. There were black markings on the white expanse. It was smooth and flexible.

"What is this?" she asked.

"That's called a page. And the black markings on it are called words."

"Oh! This must be some kind of human language," she said, squinting. Fiora couldn't understand it at all.

She sat on Once-ler's bed and discovered the wonders of this new object. Aside from words, there were the strangest things, which the Lorax told her were pictures: it showed tall trees that shined like the sun. Strange things on circles. Unusual beasts she had never seen before. Lands she had never knew existed. Even trees! All shapes and sizes with different leaves!

"Everything in this human's world is so...interesting. It's like a whole other forest."

"It sure is," the Lorax said with a chuckle.

"What...are you doing?" Once-ler said. He had a very unpleasant look. His clothes were covered in red stains.

"Oh hey, Beanpole!" said the Lorax with a smile. When he saw the state the young man was, he raised his eyebrows. "What happened to you?"

"Never mind," he said dismissively. "I want to know what are you two doing in my house!"

"Did we do something wrong?" asked Fiora a bit scared.

"Uh yea! I'd _really_ like it if you didn't go in and out of my house whenever you want," he replied with a scowl.

"Oh...I see," she said, trying to remember the new words she learned from him this morning. "It's...rude."

"Yes. Very good. Now could you two get out?"

Fiora flinched a bit. She wasn't used to all this shouting, plus seeing the angry human scared her. The Lorax told Fiora to go outside so he could have a word with the human. With a nod, she climbed out the window.

"Hey, you need to take it easy, Beanpole!" said the Lorax. "Fiora didn't know any better."

"Oh, and I don't suppose _you_ could've told her not to go into my house?" Once-ler said.

"You're the human...you should be the one to give her an idea about your world."

"You mean I'm suppose to educate that girl-child about my world? Why can't you do it?"

"And why not? You don't look busy to me. And don't be so mean to her. She did save your life. And I told you: Fiora's had no exposure to humans."

Once-ler sighed and pinched of the bridge of his nose with a groan. He had to remind him about the whole river incident.

"Alright," he said. "Could you just excuse me for a little bit?"

"Sure thing, Beanpole," said the Lorax.

Once-ler showed him to the door and sighed, then got out of his dirty clothes. He hadn't done too well in town today selling his Thneed. They threw tomatoes and laughed at him. He was humiliated and crushed. Well, it was only his first day. He'll have to make some improvements on his sales pitch. Had to think positive.

He worked on a few ideas and a new jingle, crumpled some up and tossed them in the trash. He strummed his guitar, humming some music and wrote music notes on paper.

"What are you doing?" Fiora asked looking in the window.

"Just working," he replied quietly.

She looked at Once-ler. She could sense something was bothering him.

"You seem sad," she said. "Is something wrong?"

"It's nothing, Fiora," he replied, trying to swallow his feelings.

"You can tell me," she said.

Once-ler was surprised that someone actually wanted to know what he was feeling. He wasn't used to it and there was that part of him that didn't feel comfortable. He built walls around his heart, suppressed his feelings because men were not supposed to have any.

"I just...had a bad day," he sighed. "That's all. I don't really want to talk about it."

Fiora wondered why the human didn't want to talk about his feelings. Was that normal? She saw he was uncomfortable...and remembered how angry he got when she was asking so many questions. She didn't want to make him that way.

"I'm sorry for going in your house," she said. "I won't do it again, Once-ler. I promise."

He shrugged. "You can go in my house. I'd like it if you don't go inside when I'm not home or without asking. And if you want to go inside, just knock on the door."

"What's that?"

"This," he said, tapping his knuckles on his desk.

She gasped in bewilderment at the sound. How strange!

"Is this a human custom?" she asked.

"Yea," said Once-ler. "It's how we tell others that we wish to visit them in their home. But...don't do it too much. It can be annoying."

"Your human ways are so strange," she said. "Yet, it's interesting."

Fiora thought how she could cheer up the human. Maybe a change of environment would. It was a beautiful day; the sun was bright, the air was clear and it was warm outside.

"Would you like to come outside, Once-ler?" she suggested.

"Not right now," he said.

"Oh," she said disappointed. "Well, if you change your mind, I'll be by the lily pond. I like to sit there whenever I feel sad."

Once the sprite was gone, he sighed. She was being nice to him. He wondered if she wanted something from him...which often happened. She didn't seem to...just a simple offer to come outside. Nothing else.

With a shrug, he set down his guitar and tossed his pencil on the desk, went outside, finding Fiora sitting under the shade of a Truffula tree by the pond, dotted with water lilies. Once-ler felt hot and rolled up his sleeves.

"Hi," he said shyly. "Is anyone sitting here?"

"Not at all," she said.

He slowly sat down, getting comfortable. The silence between them was long. He watched as Fiora hummed as she dipped her bare foot in the water, feeling the fishes nibble at her toes, which she burst into giggles. Then, they presented her with a water lily, which she smiled, tucking it behind her ear.

He was unsure of what to say to the forest sprite. He was shy around girls: they either laughed at him, pitied him or just thought he was strange. He wondered if Fiora would do the same if she knew the real him. And yet she knew nothing about humans nor their thoughts on what was socially acceptable nor their customs.

"I...uh..." he began, his tongue tied up in knots and blush blossomed.

Fiora looked over at Once-ler: his cheeks were pink as a Truffula tree, looking sweaty and rubbing the back of his neck.

"Yes?" she said curious about what he was going to say.

He cleared his throat, looking for words and feeling stupid at the same time.

"Um...first off, thank you for...what you did at the river..." he said.

The green girl smiled. "You're welcome. And thank you for your promise."

A small smile curved in Once-ler's face. "Certainly. I've always tried my best to keep promises that I make." After a beat, he began. "So, you've never met any humans, Fiora?"

"No," she said. "I've never seen any humans come to this valley. You're the first one. I wasn't aware they existed either."

"And you've never left the forest?"

"All I've ever known is here," she said looking up at the trees. "But no, I saw no reason to leave it. I'm perfectly content here. Yet, ever since you came, I must admit you have made me curious about humans. Lorax told me a little about humans when you first arrived."

"Like what?"

"That they're noisy, round-eared invasive pests."

Once-ler scoffed, rubbing his ear with an eyeroll._ Typical of Mustache to say that. _he thought.

"So, what _is_ Mustache's deal anyway?" he said.

"He's not too bad. He just doesn't like intruders in his forest. Just stay on his good side by upholding your promise and you'll do fine with him."

"Thanks for the advice," he said a bit dry. "And you and Mustache...like what's your relation to him?"

"The Lorax is my mentor...he taught me everything about taking care of the forest."

Once-ler shrugged. Made some sense. Yet why he never told her about humans...probably because none had ever came to the Truffula forest. That would explain Fiora's social awkwardness and endless questions.

"And how long have you lived here in the forest?"

"I was here when time itself began," she said simply.

"Wow! You mean you're..." he said flabbergasted.

A silvery giggle came from Fiora. "Old as time? Yes, indeed. I am younger than the Lorax though...about a decade or so."

Once-ler's eyes went wide with amazement. The girl was so young! She looked like she could've been in her early twenties, maybe late teens. But she was OLDER than him!

"You could've fooled me. You don't look that old," he joked. He did worry about offending her since women from his world didn't like to joke about their age.

The forest girl just giggled, her hair turning pink. "Yes, I am young as springtime. Rest assured, I will never grow any older as you see me before your eyes."

Immortal AND eternally young. Wow! If he had ever encountered someone like that, he would've asked them what it was like to live forever: they probably had seen everything change as time did. But Fiora never left the forest...she knew nothing about what occurred outside of it. He couldn't imagine it, being as old as her, living in the Truffula forest...isolated from civilization.

Pipsqueak climbed into Fiora's lap, which she stroked his head lovingly, staring so adoringly at her. Then turned his attention to Once-ler, reaching his paw toward his pocket. With a smirk, he reached in and handed the baby bar-ba-loot a marshmallow.

"He seems to like these," said Fiora. "What are they?"

"It's a marshmallow," he said. "A delicious snack from heaven."

"They are very sweet," she said. "Like the Truffula fruits. Not like anything I've ever had. What's it made of?"

"Just sugar," he said. "And it's comes from a plant."

Fiora was fascinated. "Tell me more about the human world Once-ler," she said, eager.

"What do you want to know? There's a lot of it."

"Mm...their customs. Like the knock on the door. What else is there?"

"There's lots of them. It would be easier if I showed you. Here's one that's used a lot in my world."

He held out his hand towards Fiora. She flinched, unsure.

"It's a hand. Not a snake," he laughed.

"What am I supposed to do?"

"Just give me your hand and I'll show you."

Tentatively, Fiora reached her hand towards his. He cupped it for a moment and turned it sideways; his thumb planted next to hers and his fingers wrapped around her palm. Then he moved it up and down. Oh! The shock at such a touch was so alien! Her arm was stiff at first, but relaxed. She felt the smoothness of his palm, the roughness on his fingertips. What a strange custom! Yet, she found it quite...pleasing.

"It's called a 'handshake'," he said. "It's how we say hello."

"Oh!" She stared curiously.

He felt her hand: it was so surprisingly smooth and soft, the bumps of the vines and the texture of the tiny leaves. He felt something slither and wrap around his wrist...a thin, green vine had sprouted from her hand.

"Sorry about that," she said, giggling, plucking it off gently. "This has never happened before."

"No, it's fine...a little scary though," he laughed, nervous.

Soon, he let go. He had to admit, he liked holding her hand. Even though it was a brief handshake.

"Does your magic always act this funny?" he asked.

"Well, so far...just...around you...sort of..." she beamed. "Not sure why though."

He chuckled a bit, smiling.

"One thing I don't get about humans is why is all your objects are so shiny. I've never seen so much of it. And seeing you do all that magic...with your guitar and...knitting."

"You know that I knit?" he said surprised.

"I saw you doing something with the Truffula tufts a few days ago. Lorax told me what it was. It's amazing!"

Once-ler blushed, flattered to hear this. At least someone didn't think him knitting was unmanly. And thought it was amazing! He might like having a friend like this.

"What other human magic do you know?" she asked.

"It's not all magic," he said. "Knitting and playing guitar is just a manual task that involves thinking and creating with your mind. But if you want to see some human magic, there is one...um...here."

He reached into his pocket and produced a small, shiny rectangle. He flicked it open in a metallic clink. Inside there was a square with holes and a black grooved circle. Once-ler rubbed his thumb against the circle, which clicked and spit tiny white specks until it produced a flickering orange-blue tongue. The sprite gasped and shrank back in terror.

"Wh-what is it?" she said, her voice quavering.

"It's called fire," he said, showing her.

Fiora came closer, staring at the thing called 'fire'. It was so small and beautiful. Never had she seen such a thing...the warmth and beauty were so inviting. She reached out towards it, entranced...

"Don't touch..." he warned.

Only too late! The sprite cried out in pain.

"It hurts," she whimpered, her voice sounded like a small child.

"Well, yea. Fire is dangerous. Let me see." He held her trembling hand and looked at the small burn, which was angry red. "It's not too bad. Wait here. I'll be back."

He got up for a moment and went inside his cottage, only to return with a cloth that bulged. He gently placed the cloth on Fiora's burn; there was a cold sensation. Ooh! It felt good on her wounded hand. It felt like water in the winter. It made her shiver a bit...like the strange box in Once-ler's home.

"Ice," Once-ler said.

"I don't like this fire," she admitted, painfully.

"Now you know not to touch it again, right?"

Fiora nodded. "Why do humans use this fire if it's dangerous?"

"You have to know how to use it properly. Sometimes dangerous things do good."

"I...don't understand."

"Well, fire, for example, is dangerous. But the good things about it are it keeps you warm, gives light, you can use it to cook food...it has many uses. I'll show you."

* * *

While he spent more time with Fiora, he showed her books of his world. She would stare at the pictures, leaning on her elbows in fascination. He told her the names of the objects in his home and their purpose. He showed her how to use somewhat of them. What objects were dangerous, especially sharp, hot or poisonous (a word that meant made a person sick) and she shouldn't touch them.

He introduced her to strange foods...one being called pancakes, a flat soft thing that tasted warm and delicious. Maple syrup: a very sweet amber liquid, that apparently came from trees in the human world. The yellow soft square was called butter. She definitely wasn't used to such foods since she always ate the Truffula fruits, but took quite a liking to them.

He taught her how to read, which she did with difficulty like a child. He showed her how to play the guitar, sitting behind her and guiding her fingers, his hands touching...smelling the floral scent of her. He smiled, enjoying that smell.

He showed her how to dance with music, which Fiora enjoyed very much. She was clumsy, stepping and tripping on his feet. But she slowly got it. It was quite...close being near Once-ler, gazing into his sky blue eyes. It felt a bit strange...on both their parts: Fiora had never been this close to a human man and Once-ler with a girl.

The Lorax laughed to himself as he watched the forest girl and her new teacher. Yet he saw something going on between them. How awkward and shy the two of them were: her pink hair and his cheeks, stammering and sweating. He kept an ever vigilant eye on the Beanpole to make sure he did nothing funny. Nature forbid he did something...


	5. Naked Truth

_The Naked Truth_

* * *

_Day of Destruction_

_The creature had dragged itself from the ends of the earth...weak, sick, demoralized, its body riddled with pain, but had enough will to hold on. The air was so hot, but the creature felt so cold. _

_The creature had to find him. It knew exactly where he was. __The creature was in agony, it hurt just dragging itself there, clawing the dirt...it hurt to move, breathe...yet, it had enough strength to get itself to its destination._

_Seeing its beloved home gone...polluted, corrupted, ruined. The trees were gone...murdered...the creature heard their screams of terror, only to be silenced by the deadly blows of the sharp, cruel blades of the axes when they sliced through their wooden flesh...their heartbeats ceased completely...  
_

_It continued to drag itself towards the man that stood on a hill near the giant home...his back turned. Once it had arrived, it stared at the shiny, black shoes and the green coat tails...green, not like its home...the color of money...greed... _

_With an agonizingly shaking hand, the creature grabbed the man's pant cuff, then stared into the blue eyes of the man...eyes that were once filled love and care that were replaced by avariciousness, corruption, and selfishness. Now they were filled with utmost horror and remorse as it stared down at the wretch..._

_The creature had to know..._

_Why?_

* * *

While Once-ler was gone into town trying to sell his invention, Fiora spent most of her days, lying on the grass in the warm sun, reading his books. The Lorax saw his pupil, absorbed in the Beanpole's books. He sat next to her and she smiled.

"How's learning about the human world going?" asked the Lorax.

"Wonderful," she said. "I never knew that there were so many things. It's like a forest I never knew existed."

The Lorax was pleased; he was glad she was enjoying lessons about the human world and getting used to their customs. They looked through the book until they came across a very harrowing image: one of a land filled with tree stumps...everything was dead...it was horrifying. She couldn't stop staring at it with wide green eyes.

"What is this?" she asked, showing Lorax the picture.

Lorax frowned. Though he was glad that Fiora was learning about the human world, there was an ugly side to it that was too painful to explain. He couldn't answer her. The image bothered him too.

"Is...that what Once-ler was going to do?" she asked, recalling how he had brutally chopped down one of the trees.

He nodded, sad. "I'm afraid so, kid."

She touched the picture with her finger, feeling tears brimming in her eyes. Trees were murdered in the human world. Did humans not know the trees felt pain when they were cut down? Did they care? Were humans so terrible to do such a thing? Her mind bubbled with questions.

Upset, Fiora ran toward the lily pond. The Lorax and the animals all looked at her as she hugged her knees, sitting beneath the shade of the Truffula tree. Everything was so beautiful in the valley. She couldn't imagine it being so ugly like the picture she had just seen. She looked at the trees, seeing their colorful tufts blow in the soft wind. She caressed the trunk of one of them, hearing them whisper comforting words. Pipsqueak crawled into her lap, his wide adorable eyes filled with worry. She stroked his head, still sad.

"I...don't understand," she said. "Why would humans do such a terrible thing?"

"I think Beanpole should be the one to tell you," Lorax said.

She nodded lightly.

* * *

Completely disappointed, Once-ler walked back to the Truffula forest. Again, he was booed off the stage, laughed at...and ignored and had eyes rolled at with a few grumbles. At least he didn't get tomatoes thrown at him today...only a horrible thing happened: some girl broke his guitar.

He saw the Lorax was playing cards with Pipsqueak, a fish, Finn, and the baby swomee-swan, Bill.

"Hey!" said the Lorax. "You sell it yet?"

"Yea...no, no," stammered Once-ler. "Not yet. Might need to tweek my sales pitch again."

He sighed, cradling his broken guitar.

"What happened?" he asked.

"Oh some little girl thought it was funny to break my guitar," he said feeling his heart crush.

"Oh. That's too bad," said the Lorax sympathetic. "You gonna fix it?"

He nodded lightly, feeling some tears as his precious guitar that was given to him by his father. The last thing he had to remember him by. He wiped away any evidence of tears before the fuzzy guardian could see.

"I'm thinking about quitting," he said a bit hurt.

"Hey, you can't give up now, kid," said the Lorax. "I heard some of your jingles. They're getting better. The last few were kind of lame, but I'll have to say, getting better." He shrugged. "Say, y'wanna play cards? We'll deal you in."

"Mm no thanks," he said. "I better go fix my guitar. I'm gonna need it for the next routine."

The Lorax shrugged. "Hey, how about we help? C'mon, two heads is better than one."

"Alright," he said with a small smile. "I'd like that."

They went inside his cottage to fix his guitar. The Lorax held the guitar in place while Once-ler used wood glue to bind it back together, then clamped a pair of clamps on the neck to hold it in place. The Lorax got glue on his fuzzy fingers, making the young man chuckle.

"Besides the Thneed, what else have you invented?" asked the Lorax.

"Oh, lots of stuff," he said, lighting up.

He showed the Lorax some blueprints. The Lorax was delighted to see how well of an inventor Beanpole was. Most of it were machines, gears, even cars!

"This is great stuff," he said with a smile.

"Thanks," Once-ler said sheepishly.

"What inspired you to invent this Thneed anyway?" asked the Lorax.

"Oh...well, er...y'see we didn't have a lot of stuff growing up...so I figures people who can't afford it could have something that they can use. And at an inexpensive price."

"Interesting," said the Lorax.

He looked outside, enjoying the serene scenery of the colorful trees outside his window...then saw Fiora sitting by the lily pond hugging her legs and looking out at the flowers that dotted the glassy surface.

"What's with her?" asked Once-ler to Lorax.

"She's just upset," he said. "Fiora saw a picture in one of your books that bothered her."

"What did she see?"

"A picture of cut down trees. I think you ought to be the one to explain things to her."

"Why can't you do it?"

"_You're_ the human, Beanpole..._you_ should answer _her_ questions about _your_ world."

Sighing, he went towards Fiora, sitting there in silence. She had purple hair today. All the animals stared at her, filled with worry. Some of the humming-fish tried to give her a water lily in an attempt to cheer her up, only to accept it with low spirits.

Once-ler sat down next to her, staring at the sad sprite.

"Mustache tells me you saw something in my books," he said. "Do you want to talk about it?"

"So, is it true?" she asked, looking at him misty-eyed. "When you came here to this forest, were you planning on killing all these trees to make your...invention?"

He sighed. This was not easy. How the hell was he going to explain his world to this girl who was learning about humans only to see terrible things they could do?

"Yes," he admitted. "But I promised I wouldn't. You have nothing to worry about."

"But...why?" she said. "Why would humans brutally murder trees? It's so monstrous."

"Well, yes it is," he said, agreeing. "Humans don't cut down trees because we want to...sometimes we have to. There are humans who do that, but not all of them. We clear away trees so we can live on the land. We don't just cut them down and leave them there. Trees are made into things we can use. "

Once-ler showed her pictures of all the things trees were used for: paper, furniture, houses.

"But why?" she frowned. "What have trees done to deserve to die like that?"

"Well, in the human world, it would be very difficult and uncomfortable to live without these things. We usually plant more trees to replace the ones that have been cut down. We need the trees too. And not all trees are cut down. We have trees that are used for other things like food."

He showed her pictures of farms with orchards.

"I suppose that's...true." Then she looked sad. "Still, how can you live without trees?"

"Um...well, I dunno. There's not a lot of trees where I'm from. It seems pretty easy to me. I know that trees produce fresh air. Still, why do we need trees?"

"Don't you know trees bring life, Once-ler?" she said, staring up at the fluffy tufts. "They bring the rain, make clouds...everything. They give food and shelter to the animals, provide shade from the hot sun, and they keep the water from evaporating too much. And they keep the ground stable. Without trees, life can't exist. Besides, if all your orchards were gone, wouldn't you have no food?"

"Hm," he said with a shrug. "Not really, but I see your point."

How she knew all of this was amazing...well, it shouldn't be surprising since she was old as time itself and lived in the forest all her life, spent a lot of time with the trees and its creatures.

"So...what exactly do you do here, Fiora?"

"I take care of the trees, make sure they are happy and healthy," she said. "I make things grow."

"Grow?"

"Yes."

She held her hand up and a green sphere glowed and she touched the ground...amazingly a flower sprang up!

"Oh! Wow!" he said. "That's amazing! About you reviving me, how were you able to survive?"

"My magic comes from nature. An animal, a plant, or a tree is easy. However it still requires a lot of magic and energy, which is quite exhausting. Truth be told, I've never used my magic on a human."

"I see. So would you have been able to save that tree I cut down?"

She hummed a moment, deep in thought.

"I don't think so. The tree was killed by a force outside of nature. I'm not familiar with this at all. Once a living thing is dead, it is permanent. And it can't be avoided even with my magic. Sometimes nature has to take things as well. I do accept that things die."

"That make sense. I guess everything is give and take even in nature."

"Indeed. Is it the same in the human world?"

"Well...yea. In a way," he said with a shrug.

In a way, he felt terrible not telling her that there were humans that were greedy and selfish. Like his family. But why upset her? She already saw a terrible thing about humans today.

The two of them looked out at the lily pond. He looked at Fiora's green hand...wanting to touch it like he did when they first shook hands. He blushed, unsure of how Fiora would react. He didn't want to scare her since she was just getting used to his human customs. He let it go for now.

* * *

By evening, Fiora settled in her home tree. She liked spending time with Once-ler, hearing him tell her about the human world and learning more about it each day. She curled up under the Truffula tufts...and began to dream...

Fiora stood in the forest...it was its usual peaceful atmosphere with Lorax and the animals. Suddenly, the sky turned a blood red color. Then, there was an orange-yellow monster that roared loudly; it had multiple swirling arms that slashed sharp, glinting arcs, chasing Fiora through the woods...Lorax, the animals fleed, terrified as the glinting arcs slashed through the trees.

Soon, she was deep in the woods, feeling safe. While she caught her breath, a green clawed hand slashed at the trees, making them fall over, knocking her over as well. When she lifted her head up, she found herself in a barren land with all the trees gone, nothing more than sharp, splintered stumps. On top of a mountain was a massive metal cave with holes where lights glowed: there were long shiny arms that led up to this dark mountain, twisted snakelike...it had circles with teeth that rotated, humming loudly and hissed. On top of the cave were giant metal mouths that emitted grey clouds towards the sky and more mouths spit a shiny black mud, turning the clean rivers the same color.

Then, a shadow hovered over her. Fiora looked up in the sky and saw a horrible sight: a green monster towering over her with a pair of giant eyes: dark tunnels with shiny blue speckles. It smiled evilly with razor sharp teeth as it looked down at Fiora. The green monster held her, Lorax and all the creatures in the palm of its giant clawed hand...the other hand descended upon them, which she hugged Lorax in terror...

Fiora screamed as she woke up from the dream.

"Fiora?" said Lorax, poking his head in the hollow. "Are you alright?"

She calmed down and told him about the dream, weeping into his fuzzy shoulder, trembling.

"It was just a dream," he assured. "Fiora, I know you and Beanpole are getting close...but, try not to be so trusting of him."

"Why not? He said he would keep his promise."

"Yea. But we don't know for sure. That's why I'm keeping an eye on him."

"Why don't you trust him?"

Sighing, he looked at his student who was very confused. If he knew one thing about humans was they were flawed creatures. Though there were some with good hearts, others were not. And those were the most dangerous.

"Humans are complex and fickle creatures. They may not be who you think they are."

"But didn't you say there are good ones?"

Though Lorax was glad Fiora was making a friend, he was worried. He could see how much she was starting to like the human and he didn't want her to get hurt. He could see the way they looked at each other with...some kind of feeling...but it was a bit awkward between them. He laughed a little as he watched the two of them: sitting in the grass under the trees or by the pond, looking through books or just talking the day away. She seemed happier near Once-ler...and so did he.

"I did, but just remember: there's always a bad fruit among the good ones."

"And isn't Once-ler a good fruit? He's kept his promise so far."

"That may be, but humans can be unpredictable." Seeing her confusion, he said simply. "Just...be careful, OK?"

* * *

By morning light, Fiora went to bathe in the lily pond. The water was cold, but it didn't bother her. She was used to it. She paused to sniff the water lilies, the humming-fish playfully stuck their heads up from the water, giggling and singing with her, others plaited her hair. She tickled them and stroked their scales lovingly. She dipped her head underwater to wet her hair, swimming through the vast silence and darkness of the water.

Once-ler decided to take a bath. He'd feel a bit refreshed so he could feel confident for his Thneed sale. He worked on another routine and sales pitch last night. Humming and smiling to himself, he dropped his towel on the shore, dipping his toe in the water, which made him shiver a bit. He waded in the water slowly, goosepimples appeared on his skin. He was just about waist deep when something hit him, knocking him over. He let out an alarmed scream, dropping his soap and sponge in the water.

Fiora's head bobbed up to the surface. She hit something while swimming...only to be met by a spluttering wet Once-ler. He blinked his eyes and saw Fiora...then immediately threw his arms in front of himself and scrunched his legs together in an effort to hide his...er...shame. His speckled cheeks turned a shade of pink.

"Shit!" he exclaimed startled. "What the...hell are you doing here, Fiora?"

Fiora didn't answer; just stared with wide green eyes. He shrank like he was trying to hide, but she didn't understand. He was naked...yet seemed uncomfortable. Why was he seem so? She had seen him take off his pajamas a while ago, only to be shooed out by Lorax. Not that she saw very much...a bit of flesh and muscle, some of his features. She was able to get a better look at Once-ler this time. No Lorax shooing her away this time. Oh! How fascinating a human's features were!

Once-ler was very uncomfortable being naked in front of a girl. She certainly made no effort to hide her own nakedness...not that he saw anything since her long hair covered most of her as well as the water. He could see there were more vines and leaves all over: they looked like veins. Some were small and thin and others were thick. There were some on her face, neck and breasts, which were hidden, thank goodness. He swallowed, feeling his cheeks and ears burn and stared up at the sky a bit.

"Er...you know I'm naked, right?" he began, trying to look in her eyes and not...down.

Fiora didn't say anything. She was staring again. Great! Why was it that every time they met, it had to be an awkward and embarrassing situation? She certainly was composed, but a bit perplexed.

"Aren't you...embarrassed?" he said.

"Why? Am I supposed to be?" she said confused.

"Well, in my world...it's embarrassing to have two...naked people in the same place at the same time."

"Why?"

_Great!_ He thought. _How am I supposed to explain this to a girl who has the understanding of a child?_

"Look, I don't want you to see me naked. You remember when I talked about privacy?"

"But we're not in your house. You said privacy is 'get out of my house and leave me alone'."

"Well...it is. Privacy means that someone wants time alone."

"Oh, I guess...I was rude..." she said.

"No, no," he said gently. "You weren't being rude. This was just an accident."

"What's an 'accident'?"

"It means you do something that was not intentional." Another puzzled look from Fiora. "Intentional means that you do something with thought. An accident is done without thought. You understand, right?"

"Oh, I see. So...neither of us...were thinking..."

"Well, yea. Now, would you excuse me for a moment? I'd like to...have some alone time."

"Very well," she said with a nod.

She watched as he looked around for something at his feet.

"Have you lost something?" she asked.

"My soap...it's a white rock. I dropped it..."

"I'll look for it."

"N..." He was about to say only for Fiora's head to disappear completely under the water. He blushed, praying she didn't see anything.

Fiora looked on the bottom of the lake, looking for this white rock that Once-ler had dropped, finding it nestled amongst some other rocks. She could see his legs were scrunched together...she just popped up with his rock in her hand. It kept slipping, but she held it pretty tight.

"Is this what you're looking for?" she asked simply.

"Um...yes." He was shaking as he took the soap from her. "You didn't see...anything, did you?"

"No. I only was looking for your slippery rock," she promised. "What does it do?"

"It's called soap. And I use it to clean...myself." He cleared his throat, uncomfortably. "Could you excuse me please?"

"Certainly. I will give you your alone time."

She swam towards some tall reeds, a few feet away. She was behind them for quite a while...soon she stood up right behind them, with her back turned, still naked. Now this was even more awkward and embarrassing. He had to look away. After all, she gave him his privacy only to stare at the naked girl. He couldn't resist...he stared at Fiora's features: more vines and leaves embedded in her flesh...the soft line in her back...the hourglass figure of her waist...the roundness of her bottom...he had to stop looking! He prayed she didn't turn around since he didn't think he could handle it. She just squeezed the water out of her hair, shaking her head, then bent over to reach for her dress, which she pulled on...getting a brief glimpse of her breasts...shit! Now he was doing just what he had told her not to do.

He had to calm himself...he felt his cheeks burning...oh! To not be a man right now! He stared at Fiora naked! He probably shouldn't mention this to her. What the hell was wrong with him?!


	6. Music Man

_Music Man_

* * *

_Present Day-Years after Day of Destruction_

_The old man sat on the mattress and began to play the song, plucking the nearly rusted strings on his out-of-tuned guitar...he played his sales jingle in a mournful, bitter tune...  
_

_He looked at his guitar, wanting to smash it to pieces. Then, he thought of the song...that song he played. Her song. The flash of those green eyes. Plucking the strings, he sang in a broken, mournful voice, coughing between words, tears flooding...as he saw his memories..._

_He lost it completely when his guitar string snapped...in a rage, he grabbed the guitar by the neck and started smashing everything in sight until he was exhausted...then sobbed...holding his smashed guitar in his arms, rocking back and forth...  
_

* * *

Fiora learned so much from Once-ler about the human world. Though it was strange, she liked learning more every day. He patiently answered her questions and allowed her to read his books while he was away trying to sell his Thneed. Eventually, Fiora and Once-ler became friends as time went on. He also befriended the Lorax and the animals. Annoying as they were, still it was better than being alone...and with his awful family.

After another day of unsuccessfully selling his Thneed, he worked on another sales pitch, sitting on his bed, strumming his guitar and writing notes and lyrics. He looked outside. Something about the Truffula forest gave off an air that brought tranquility and mellowness: the pleasant smelling air. The blue sky. The colors of the trees. This place was paradise. He needed a break from his work.

Upon exiting his cottage, he found Fiora sitting on the grass with Pipsqueak and a few bar-ba-loots. A baby swomee swan, Bill, rested on her shoulder, which quacked adorably.

He smiled to himself. She always seemed to be surrounded by the woodland critters of the forest...and she didn't mind it at all. How carefree and optimistic.

"Hello, Once-ler," she said. "How was your day?"

"Oh...it was fine, I guess," he said a bit disappointed.

He flopped on the grass, sighing. His fedora tipped slightly on his head. The green girl looked at the young man, saw something stuck in his hair.

"What's that?" she said squinting.

"What?"

She reached towards his bangs; he flinched a bit. Fiora examined it: it was red, wet and it had seeds.

"What's this in your hair?" she asked.

Once-ler told her about what happened while in town trying to sell his Thneed. Fiora was shocked to find out that they had thrown tomatoes at him, which was a horrible human ritual of embarrassment in front of others.

"That's terrible," she said sad. "Why would humans be so cruel to their own kind?"

"Because that's just how they are." Once-ler answered. "Could we not talk about this?"

Fiora nodded. She didn't really like unpleasant things anyway.

"Don't be sad," she said. "Maybe you'll do better tomorrow. I'm sure you will."

Another smile from Once-ler from the ever positive girl. He liked that she always saw a silver lining in clouds. He unbuttoned his vest, rolled up his sleeves and untucked his shirt out of his pants; then lied down on the grass, looking up past the tops of the Truffula trees that provided a cool shade. They watched the clouds and saw them change into shapes. The both of them pointed them out, giggling. Eventually, Once-ler began to feel sleepy: the sweet aroma of butterfly milk blew in the warm breeze, the sky so blue and the grass felt soft beneath him, the coolness of the shade and the sun's warmth...his eyelashes fluttered and he drifted off...

Fiora saw that he was sleeping. Ah yes! She had days where the blissfulness of the Truffula forest had the same effect on her at times. Curiously, she picked up his grey fedora and tried it on herself, which was too big, falling over her eyes. Looking at the sleeping Once-ler, she giggled mischievously with her animal friends around, getting a funny idea...

Once-ler blinked his eyes awake after his nap, smelling a floral scent. He found himself...covered in flowers! A crown on his head, some in his raven hair, tucked behind his ears, a necklace, and his shirt. He sat up, annoyed...seeing Fiora in his hat, giggling at how ridiculous he looked. She looked cute in his hat even if it was too big on her.

"I'm gonna get you for this!" he said.

"Catch me first!" challenged Fiora with an impish smirk.

Then she took off running. His hat flew off her head as she ran fast as the wind. Good thing he was just as fast as her, being so tall and slender. Once-ler chased Fiora through the Truffula forest, dodging and weaving through the trees. He tripped over his clumsy feet, hearing a startled scream along with his own, tumbled on the grass. Once-ler found himself on top of Fiora...the two of them stared at each other in silence. Her orange hair turned pink and she looked very scared and confused. Once-ler himself flushed. This was rather embarrassing.

"S-sorry. Are you hurt?" he stammered, looking at the girl beneath him.

"No," she said. "I'm fine."

The Lorax happened to be walking by when he saw the two youths entangled in some sort of embrace. And of course, Beanpole was on top of the green girl.

"For Nature's sake, do I have to keep an eye on TWO children?!" he grumbled as he stormed over towards them. "HEY!" he yelled sternly. "What did I tell you, Beanpole? I _said _no funny business!"

"Nothing happened!" he insisted, pulling himself off of Fiora quickly and dusting himself off. "We were just..."

"It's my fault, Lorax," Fiora interrupted. "We were chasing each other and we just fell. No harm done."

Once-ler found himself laughing, recalling those same words she used when he found her in his bed.

Lorax needed to talk to this Beanpole. Give him a little piece of mind.

"Fiora, would you excuse us a moment?" the Lorax said. "I have a bone to pick with Beanpole: human to Lorax."

Fiora nodded, leaving the two of them alone. Once out of earshot, the Lorax grabbed Once-ler's ear, giving it a sharp tug.

"Ow!" he whined in pain. "Mustache, let go of me!"

The Lorax stood on a rock and pointed an orange fuzzy finger towards him. Once-ler rubbed his sore ear.

"Alright, you listen here, mister," he said with slit eyes. "I know you and Fiora are getting close, but if you're having these funny feelings..."

"What?!" Once-ler exclaimed.

"Just shut up and listen. Fiora is completely innocent of human ways and she doesn't understand them. So whatever thoughts you have going on in that adolescent brain of yours, you better control them and keep your little playmate in your grey pants."

Once-ler flushed with a mingle of annoyance and embarrassment. Now he knew what the orange guardian was talking about. Of all the things he had to hear! As if he had to be constantly reminded about how he was going to keep an eye on him and other lectures and now THIS!

"I would never do that to Fiora! We're just friends!"

"Sure. That's what you always say. Just because Fiora is innocent doesn't mean you can take advantage of her. I will protect her if I have to."

"Trust me, Mustache. I have absolutely no intention of doing _that_ to Fiora. That's far from my mind."

I want you to know that if you do care for Fiora, you'd better be a gentleman to her."

"I will," he assured.

"I'm glad to hear we're on the same page. Because if you hurt her, I'm gonna be a thorn in your side for the rest of your life."

_As if you aren't already. _Once-ler thought to himself with an eye roll.

He had to admit that though what Lorax had mentioned wasn't on his mind right now...he began to have feelings for Fiora. He really liked her.

* * *

By nightfall, Once-ler set up a camp fire in front of his house, inviting Fiora and her friends to roast marshmallows. He showed her how to do it, which she was delighted to do so. She remembered not to touch the fire. It was a lesson well learned after the first time she encountered it. She burned the first marshmallow, which turned a bubbly black, but it as quite delicious and sticky! They laughed delightfully as she got white ooze all over her fingers. The Lorax munched on a snores, getting sticky crumbs.

He looked at Fiora, so beautiful in the fire light. He felt feelings he never knew were there.

While sitting at the campfire, Once-ler played his guitar, singing songs from his human world, entertaining them. Fiora sat and listened to all these songs she had never heard before. Whenever she sang, it just came naturally to her. Once-ler was certainly talented with his singing and playing the guitar.

"What's it like living in the human world?" she asked, eating a roasted marshmallow, which stuck to her fingers.

How could Once-ler describe what it was like to Fiora? Then, a song came to his mind. A perfect way to describe the human world.

"Here's a song that will give you an idea," he said.

He plucked and stroked the strings, playing the tune. Then he strummed a toe-tapping rhythm and sang in a steady, nearly-monotonous voice.

**_Little boxes o__n a hillside_**

**_Little boxes made of ticky-tacky_**

**_Little boxes on a hillside_**

**_Little boxes all the same_**

**_There's a pink one, and a green one_**

**_And a blue one and a yellow one_**

Fiora listened to the words, picturing the human world. She could see little colorful houses dotting green hillsides, humans happy...it went on about how people went into the boxes, coming out all the same...becoming doctors, lawyers and business executives...how their children went to school, then university...then grew up, married and raised families, coming out all the same.

"Ooh!" she said. "I liked that song. I could actually could picture the human world like this."

"Maybe you could come see it some day," he suggested.

"Oh," Fiora said. She looked at the forest, a little bit afraid. "I don't know...would the humans like me?"

"I'm sure they might find you strange, but I think they would."

She ate more marshmallow off her fingers, looking at Once-ler.

She was curious about this invention called a Thneed.

"What does your invention do anyway?" she asked.

Once-ler guessed she hadn't seen the demonstration. He showed her a few examples of what it could do. Fiora was amazed: a strange object that could be used as other objects! She touched it...it was so fuzzy! It was just like the tufts she slept under at her home tree, but warmer.

"What do you think of it?" he asked.

"To be honest, I don't like that you killed the tree to make this...but I must admit this is an interesting invention."

Once-ler beamed. Glad someone liked it for once!

"Would you ever use it, Fiora?" he asked.

The forest girl looked a bit unsure. "I really have no need for material possessions. But I guess it would be useful on cold nights in the forest."

Once-ler chuckled.

"So, what's your intention for this Thneed, Once-ler? I notice when you go into town, you come back with it, looking sad."

"Well...I want to sell this." Seeing the puzzled look from the forest sprite, he explained what it was. It involved trading something for money.

"What exactly IS money?" she asked curiously.

"Um...money is..." he reached into his pocket and produced a green piece of paper. "This."

She was very perplexed. "Hm...I don't get it. It just looks like a piece of paper to me."

"Well it is..." he admitted. "In my world, we use it to trade stuff with each other for things we need or want."

"Ah, I see. But why trade something for a piece of paper?"

Once-ler laughed a little. "Well, it doesn't seem fair if you take something and not give anything back, right?"

"Hmm. True," Fiora said. "So if you sold this Thneed, what would you do...if you actually...made this money?"

"Well...I would expand my business...that's something that you do like a job. Therefore, I would make more money from my business."

"Why would you want more money?" she wondered.

"Well, the more money you have, the better your life would be."

He bitterly thought of all the things he never had living with his family, even though his mother always bought something trendy...even though she knew damn well she couldn't afford it. How much he had to fight his brothers over food. How his clothes were always hand-me-downs from his idiot brothers; they were too big on him and they had holes: the shirts hung off his shoulders, his ass hung out of the back of the pants, his shoes were too big, nearly broken. The kids always laughed at him. He learned to make his own clothes: knitting, sewing, crocheting, etc. It was much better than getting his brothers' stuff.

"But why not just be happy with what you have?" Fiora asked.

"Well, humans often are never happy with what they have," he replied.

"It seems a bit selfish to me," she said, frowning.

"Mm...I suppose," he shrugged. "It's just the way we are. Some humans often want things because they never had them in them first place."

"I see," Fiora said. "Did you not have things you wanted?"

"Yea. I came from a poor family..." he said sad.

Fiora looked sympathetic. "I'm sorry to hear that, Once-ler."

He had to agree with Fiora a little about what she said before. There were people in his world who were selfish...like his family. Fiora certainly was happy with what she had. Maybe living here away from the human world would be better. He wouldn't need anything. Still, was he really going to give up on his dream?

He was unable to admit he failed...a word he heard so much back home. He began to realize that his dream of selling the greatest invention was getting crushed. That his family may be right.

"Haven't you ever wanted something more than anything in the world?" he asked.

"Mm I am content with what I have," she answered. Then paused to think. "There is one thing..."

_Oh, this I got to hear!_ Once-ler thought amused.

"I do want another marshmallow," she said.

Laughing, he gladly obliged and roasted another. Fiora didn't feel comfortable roasting another one once she burned a few. He roasted it until it was a soft golden brown with a little bit of black. She ate it, smiling and covered in white melted stickiness.

She sipped some hot chocolate that was also a drink in the human world. She learned that chocolate came from trees as well! Fiora learned a S'mores was a type of sweet sandwich that was of chocolate, crackers, and melted marshmallow. She was so amazed and excited, anxious to try this new food.

"So, why is selling this Thneed important to you anyway, Once-ler?" she asked curiously.

"Well, it's always been my dream," he said, wiping some marshmallow off his mouth. "I've been wanting to do this for a very long time. I always wanted to make something everyone could use...make money...be successful..."

"So...if you do become successful, would you leave the forest?"

She looked sad. She didn't want Once-ler to leave because she liked having him here. Sure, she was content being in the forest and she was surrounded by animals who loved her. Yet, having him here made her feel happy.

"Mm...I dunno." He shrugged. He hadn't thought about what he would do after he expanded his business.

"Do you like it here?" she asked.

"Yea," he answered quietly, looking at the trees. "It's beautiful and quiet, I'll admit."

Fiora was pleased to hear this. Yet, surely in the human world, there had to be humans who loved him and cared about him. She saw a picture of a group of humans in his house while he made pancakes. An odd assortment of humans of all shapes and sizes.

"Do you...miss being with your humans?" she asked.

"Do you mean my family?"

Fiora knew what a family was: hers consisted of the trees, Lorax and the animals.

"Yes. I saw a picture of them in your house and I wondered who they were."

"Mm..." he said with hesitance. "Sometimes."

"Do you think they would ever come here?"

"I doubt it," he said in a tone of bitterness.

"Do you think they would like me...if we ever met?"

Once-ler wasn't sure how to answer that question. He was pretty sure they would find her strange. They didn't like anything that was strange or unusual and treated it with disdain or mockery. Naturally, they relished at laughing at his dreams.

"I dunno," he said. _Let's just hope you never do. _He thought. "I don't think you would like them very much. They're...a bit rude."

"Oh, I see. That's a shame," she said sympathetic. "I'm glad that you're here, Once-ler. I do hope you will stay."

He felt his heart melt. Tears pricking his blue eyes and a smile spread across his face. Someone liked him for once.

"Really?" he said, his voice breaking a bit.

"Of course. I like having you here."

He looked at Fiora. A beautiful young woman...strange as she was...liked him. He could understand why the animals adored her after all. She was not only beautiful, but kind and loving...at times she could be annoying with all her questions, scary when she got angry, weird sometimes. He had to admit he had grown fond of her since they spent time together.

"Well, thank you," he said beaming. "I'd be happy to stay here."

Yet, could he stay here in the Truffula forest? What would he do for money? Food? He didn't even want to think about going home. Just being in the Truffula valley, surrounded by its blissfulness...it made him feel content. This was paradise. Maybe he'd just stay here in the valley and enjoy the isolation away from civilization for the rest of his life. Plus, he had friends who appreciated him more than in the human world.

While staring at the fire for a moment, Once-ler felt his feelings coming forth. He wanted to express how he felt towards this girl. He strummed his guitar. She looked over in his direction, listening to the sounds the strings made as he stroked the strings.

"There's a song I want to play for you, Fiora" he said shyly, his speckled cheeks flushing. "It sort of reminds me of you...but I changed the words a little bit."

"Oh?" Fiora said, intrigued. "I'd like to hear it, Once-ler."

He began to play his guitar, plucking the strings and playing the melody. He began to sing the words:

**_There was a girl_**

**_A very strange, enchanted girl_**

**_They say she wandered very far_**

**_Very far...o'er lands and seas_**

**_A little child, sad yet shy_**

**_But very kind was she_**

**_And then one day, _**

**_One magic day, I passed her way_**

**_And while we spoke of many things_**

**_Fools and kings_**

**_This she said to me..._**

**_The greatest thing you'll ever learn_**

**_Is just to love...and be loved..._**

**_In return_**

Fiora was touched by such words. "What a lovely song," she said, smiling.

"I'm glad you liked it, Fiora," he said, putting his guitar aside. "You know in the human world, when we sing songs especially ones to a girl, it's our way of expressing how we feel towards her."

"Really?" she replied with interest.

"Oh yes. It's been done for centuries. In the olden days, there were these musicians hired to write songs and poems. Then, they would play them for the girl...the boy did it in hopes to win her heart."

"Sounds wonderful," she said. "Did it ever work?"

"Sometimes." He blushed again. "What do you think of the song, Fiora?"

"It was beautiful...it sort of reminded me of when we...well, had our first meeting in a way...and now..." Her pink hair appeared again. "About what you said before, Once-ler: that boys sung songs to girls...do you...like me?"

Once-ler couldn't help but smile. "Yes, Fiora. I like you...very much."

Her hair turned a deeper shade of pink. Once-ler guessed this was her way of blushing...he couldn't tell since her cheeks were green. Giggling to himself.

"You...can call me Oncie, if you want," he said softly; the blush spread on his face and rubbed his neck.

She smiled, repeating his nickname in a silvery bell voice. "Oncie."


	7. Mother Tree

_Mother Tree_

After weeks of unsuccessfully selling Thneeds, a tomato-covered Once-ler had enough with the laughing, the humiliation, and nobody taking an interest in his invention.

"That's IT!" he shouted angrily. "Y-you know what? I'm done with this thing!"

He wiped the mushy tomato off his face with his Thneed and walked off the open air stage sulkily, tearing it off his neck.

"My family was right," he lamented bitterly. "I quit!"

Then he threw his stupid invention in the trash. His family was right. It was a failure. He got Melvin and his broken guitar and went home. His cheeks flushed with anger and humiliation. He lowered his head, feeling beginnings of tears. He hoped no one saw them. He swallowed his feelings and wiped his eyes with the sides of his fingers.

Once-ler walked home and let Melvin graze in the yard. He leaned against a tree and let out a few hitching breaths, then slumped down...he let go, burying his head in his knees and wept, feeling like that teased little boy back home. Just every emotion that was walled up inside came pouring out. He failed. He was a failure. And that's all he would ever be.

Fiora saw Once-ler return with Melvin, his head down and so crushed, she heard him crying.

"Oncie?" she asked.

"Y-yea?" he answered in a shaky voice; he sniffled and wiped his tears away so the forest sprite wouldn't see.

"Are you alright?" she asked concerned.

"Fine."

The sprite could tell he wasn't. She looked at him with sympathy, seeing his wet eyes. He was trembling.

"What happened to your Thneed?"

"Nothing," he said. "Didn't sell it. Turns out it's ahead of its time, I guess." He picked at a blade of grass and flicked it.

"Come," she said, taking his hand and pulling up to his feet. "Let's go for a walk. There's someone I want you to meet."

Once-ler was intrigued. Obviously it had to be someone special. Could it be that Fiora had a family here in the forest? Well...aside from the trees, Lorax and the animals. But were there more sprites? She led Once-ler through the forest, where the Truffula trees got thicker and more populated. The light barely shone through and it got darker as they walked deeper into the forest.

"Try to stay close, Once-ler," she said. "It's easy to get lost here."

Once-ler stared in wonder at all the trees as they were becoming more clustered together in the forest. Soon, they stopped...

"Why did we...whoa!" he asked confused.

There in front of them was a giant Truffula tree: the tufts were multicolored that fluttered down like feathers, the branches seemed to reach for the sky, its trunk was massive and its enormous roots were slightly exposed in the ground. All around its base were fallen tufts and brown-swirled seeds the size of a button, some had green sprouts coming out or tiny colorful tufts.

Once-ler stared up at the immense tree, impressed by it. He had never seen anything like it before! What an incredible sight! He wanted to cry just seeing this tree. None of the Seven Wonders of the World could compare to this.

"Wow!" he gasped.

"This is Mother Tree," she said. "She is the the very first tree I planted. The oldest tree of all in the Truffula forest."

Soon, a tuft fluttered down from a branch and landed Once-ler's nose. Fiora giggled.

"She likes you," she said quietly. "Yet, She is sad. She knows you've killed one of Her children..."

Once-ler was immediately struck by remorse. He could only imagine a mother losing her child...not that his own mother would care. She certainly didn't when he left, laughing at him and his dreams. He could hear her shrill voice in his mind the day he left...

_Just remember, Oncie: if somehow your invention ends up a failure instead of a success..oh! I wouldn't be surprised at all. _

Her shrill, cruel laugh, joined in by his Aunt Grizelda, his brothers Chet and Bret, and his Uncle Ubb.

"But She forgives you," she continued, caressing the massive root. "She understands that you didn't know."

He watched as Fiora picked up a few seeds from the base, cradling them so lovingly. She walked around the tree with Once-ler following her. She approached a Truffula tree that had limp tufts that were pale and sickly, starting to fall off. Its branches were nearly exposed and the trunk was rotting.

"This tree is dying," she said sadly. "It's old. I've tried healing it and relieving its pain...but sometimes...my magic can't help it. It's always sad when a tree dies."

Once-ler felt a bit sad, hearing Fiora's words as she spoke.

"But that doesn't mean it's the end," she continued. "All of Mother Tree's children...when they die, their souls go to Her...and more trees come."

She held a few seeds in her hand, then dug a small hole in the dirt in front of the dying tree and gently placed one in it. She covered the seed with dirt, and touched the mound with a glow of green light...soon, Once-ler watched in amazement as the dirt sprouted a Truffula tree the size of a dandelion.

"So, how is it that Mother Tree has survived this long?" he asked, looking up at the giant tree.

"She is the heart and soul of all the trees," Fiora said, touching her trunk, lovingly. "Without Her, the trees couldn't exist. But I think it is Her will and love that has kept Her alive. Her love for all things: Her children, the creatures...everything." She paused for a beat looking up at the giant tree. "Come. I want to show you something. Just mind the roots."

She got on her knees and crawled under the roots, Once-ler followed until the were inside the heart of the tree. Mushrooms glowed inside. They continued to climb up. They reached a giant hollow in the tree with a huge hole that looked over the entire forest; trees dotted in colorful specks for miles as far as the eye could see. This was Fiora's home!

"This is amazing!" he whispered, looking out at the beautiful sight.

"I planted Her here," Fiora said. "So She can see all of Her children for miles, watch them grow up."

"Wouldn't she be a great-great-something grandmother since all of the trees have children?" he joked.

Fiora laughed a bit. "All of the trees are Her children." They stared out at the setting sun and the trees in silence. "She loves all of them. When a tree is born, She sings with joy. When one of them dies, Her song is mournful. And sometimes at night...She sings to them."

"This tree sings?" he said a bit skeptical.

"Yes. All of them do," she said. "I hear them. It sounds like the whispering wind. Each feeling they have is expressed in song. It's quite beautiful."

Once-ler thought it was strange, but Fiora was a sprite of the forest. She had a connection with the trees and an understanding of nature that no human could possibly understand. The Truffula forest was full of many wonders and mysteries. It was a magical place.

They sat and watched the sunset. He looked at Fiora and felt this strange sensation, a strong liking towards her. His hand slowly went towards hers and he touched the back of her palm with the backs of his fingers. Fiora looked a bit startled at this foreign touch.

"Sorry," he apologized. "I...didn't mean to scare you."

"Is this another human custom?" she asked.

"Well, yes. Let me show you. May I?"

She nodded and watched as he cupped her hand once again and this time he interlaced his fingers between the spaces of hers, she automatically felt herself doing the same. Oh! Fiora stared in fascination at this new human custom. She felt warmth and liked this a lot. It was quite intimate. She found herself staring into Once-ler's blue eyes and he into her green ones. Her hair had turned a shade of pink.

"This is how we tell someone we like them."

She giggled, finding herself a bit confused and liking it at the same time. "I thought it was rude to go into other people's personal space," she said.

"Well, it's not if it's OK between two people. Are you OK with this?" He worried a bit about scaring her since she was still getting used to his customs.

"Well...yes. I like it."

He smiled, pleased.

Suddenly a vine sprouted from Fiora's hand and it started growing from between their connected hands, twisting around Once-ler's finger. He laughed a bit nervous as he watched as it blossomed.

"Sorry...my magic again..." she giggled.

"No, no," he laughed. "I just hope I don't end up strangled when I give you a hug."

She laughed and removed the vine gently. They looked out the hole at the trees. The sun was almost down.

"I wish you could hear Mother Tree's songs, Oncie," she said. "Especially Her lullaby."

"I'd like to hear it," he said.

Then in a silvery, ethereal voice, she sang.

_Sing, o sing sweet wind_

_Sleep, my children  
_

_Sleep all through the night_

_Sing, o sing sweet wind  
_

_Sleep, my children_

_Thy mother will greet you at first light_

Once-ler closed his eyes, feeling chills as Fiora sang the lullaby, hearing her song...he felt something he had never felt before. He actually felt like he was being held in someone's arms, being rocked to sleep. Strange. He tried to remember his mother singing to him...none came to mind. He felt so hurt that there were no pleasant, happy memories with his own mother. Yet, he did remember his Dad doing this to him. He always had the happiest memories with him. He died when he was only a small child. His death was the most painful memory of all. He couldn't help but smile. Hearing the forest sprite sing to him. He felt wanted, needed...loved...for once in his life.

Once-ler felt his eyes grow heavy...his head lied on Fiora's shoulder, taking in the floral scent. Fiora smiled and covered him with the Truffula tufts and climbed up into the branches.

* * *

_Present Day-Years After Day of Destruction  
_

_The old man only left his lerkim, once in a while...for one reason only..._

_While he staggered with effort amongst the sea of splintered tree stumps, some catching onto his green coat, he had one spot that he visited. Despite it was far away from his home, it was worth the pain and effort to travel. _

_This spot was just in the center of the land where the forest once stood. He stopped at the biggest, widest tree stump of all. He looked at it, seeing the smooth expanse in its wooden flesh, saw dust littered around the roots, ugly cracks broke its smooth surface where the rings were, its exposed roots were dead, and there was a giant hole in the heart of it. But what he looked at was a carving there...only one name was there since the other was gone..._

_He remembered this tree. A tree so immense and tall, full of life, the ground where seeds surrounded it..._

_Then, his cruel act...and the promise he made that day..._

* * *

By morning, Fiora heard a strange thwacking noise. There was a sharp pain on her arm and she was horrified to see she was bleeding! Looking at it, there was something carved into her flesh.

What?

She looked around to see Once-ler, standing at the base of Mother Tree, hitting the trunk with something shiny. She climbed down to see what was happening. Once-ler was standing there with a shiny, sharp object in his hand, only this one was smaller and straight, not like the axe...and to her horror, there were markings in Mother Tree!

"What are you doing?!" she exclaimed.

"Just...carving our names," he smiled, showing her: FIORA + ONCIE

Suddenly, he was struck by the full force of the sprite's rage. Her hair red with anger and tears were springing out of her green eyes. It was hard to tell where the rage began and the tears ended.

"HOW _DARE_ YOU!" she shrieked, grabbing his shirt and shaking him hard, pounding him with green fists. "YOU MONSTER! YOU FIEND! YOU EVIL CREATURE!"

"I..." he stammered, confused.

What did he do that made her so angry? It was not uncommon to do something like this in his world. If his assumption was correct, he had done had offended her very much. He tried to listen to what she was saying, but it was hard to comprehend half of it due to her screaming and sobbing hysterically. She sounded like a tea kettle on a hot stove. His brain liquidized as he was shaken violently and his chest was bruised from her pounding.

"Hold on," he interrupted, raising up his hands. "I can't understand you."

"How could you?!" she sobbed. "How would _you_ like it if I drove a sharp object into _your_ flesh to carve your name?"

Once-ler didn't understand. What was with her? From the moment they first met, she told him that the wound on her leg was caused by him when he cut down the first tree. She was gravely upset when this happened. But why?

"It would hurt," he answered slowly.

"YES! That is _exactly_ what you did to Mother Tree! She's in pain! You hurt Her AND me!"

She showed him her arm, which he was struck immediately with horror: there was their names in a gory, bloody mess on the green flesh of the sprite's arm. Even one of the vines was savagely hacked.

"You should be ashamed of yourself!" she continued. "I grew Mother Tree from a seed. I took care of Her! I showed you something I love and you defiled Her with your brutal human customs. Are all of you humans stupid and ignorant or are you just plain cruel?"

"I didn't mean to," he protested, dithering. "I...I just wanted to show you that..."

"I don't care! What you did was despicable!"

She collapsed into sobs by the roots; the sprite's entire body was shaking and her weeping was filled with pain and betrayal. Her tears fell like raindrops between her fingers...landing on the seeds at the base, a few began to grow.

Once-ler felt terrible seeing his friend so upset. He didn't mean to, but it was no excuse for what he did. Fiora had showed him something she treasured more than anything in the world and he ruined it. He had no idea that a human custom could offend her.

"I'm really sorry, Fiora," he said. "I promise you that I will never do that again."

Fiora looked up with tear-soaked eyes, still frowning and gravely offended.

"Don't tell me," she said. "Tell Mother Tree."

Once-ler felt a bit uncomfortable. Talking to a tree? It was weird.

"What do I say to a tree?" he asked.

"You don't have to say anything. You can speak to Her silently if you wish. She will hear you..."

He looked up at Mother Tree, feeling remorse for his crime. It was weird...but he would gladly do it for Fiora's sake. He touched the trunk where the ugly carving was.

"I'm sorry," he whispered. He turned to Fiora, who had gotten up from the ground. "Are you going to heal her?"

She looked at the carving, thinking. "I will relieve Her pain. But like I said before, this carving was done by a force outside of nature. The damage is permanent. I want you to promise me that you will _never_ hurt Her again."

"I promise," he said, earnestly. Sticking his hands in his pockets, he looked at the teary-eyed sprite, "How about we go back for pancakes?"

"Sure," she said, wiping her tears away.

"Here," he said. "Let me bandage your arm."

He pulled out a handkerchief and cleaned off the blood, then wrapped it around Fiora's arm.

"About the whole connection with the trees," he asked while walking through the woods. "Why did you get hurt when I chopped the tree and carved into it?"

"As I've said before, Once-ler: it's my magic. It allows me to feel the trees when they are sick or hurt. They might get scratched by the creatures, but it's pretty minor. The trees are not used to such injuries like your axe...so that is probably why."

"Makes sense. I'm sorry...if I hurt you," he said, looking at the bandage.

"You're forgiven," she said with a smile, cupping his hand.


	8. Intruder

_Intruder_

**Many thanks to Slasher12 on DA for inspirado.**

* * *

_Present Day-Years after Day of Destruction_

_The old man wanted no one to visit him...to be left alone. He made signs just miles outside of his home, warning all those who dared to come visit, to stay out. He recalled in the past when he first shut himself away, there were the local kids whose parents told them that he was a deranged lunatic who claimed to have seen a sprite and to stay away from his house. __It was rare that they would tell their children good things about him: that he would tell anyone who was interested in his tale, just bring him fifteen cents, a nail, and the shell of a great-great-great grandfather snail. _

_But no. Nobody seemed interested in that.  
_

_If anything, the kids would dare each other to ring the doorbell and run away just to see if he would answer. Sometimes they threw rocks at his house, calling him names, even daring him to come out and show himself. _

_Thankfully, he invented a clever booby trap to keep those damn kids away. Eventually they stopped coming..._

_Wallowing in his regret, he sang the mournful song he had once sang long ago...as he remembered...  
_

_That's when he heard the soft hum of a motor outside...what the? __Who would have the nerve to come here? __He got up and went towards the window to see. There was a boy approaching cautiously, looking around a bit afraid. __Surely he came here on a dare to ring his doorbell...but he was clearly alone. _

_Didn't he read the signs?! How dare he! Well, no matter...his trap would get rid of this intruder...yet why was he here in the first place?  
_

_The gloomy, ominous sound of the doorbell rang, splitting the silence. He smiled to himself when he heard the clicking of the trap..._

* * *

_The boy was told about the Once-ler by his grandmother. Besides telling him about trees, she told him about sprites, the magical beings that lived in forests who made things grow. Legend said that the Once-ler actually saw a sprite...a real one._

_"People used to say if you brought him fifteen cents, a nail, and the shell of a great-great-GREAT grandfather snail," his grandmother said. "He'd tell you everything."_

_"But where does this Once-ler live, Grammy?" asked the boy. _

_"Far outside of town," __she told him in an ominous voice. "W__here the grass never grows, where wind smells slow and sour when it blows...where no birds sing...except some old crows..."  
_

_Well, he decided to see this so-called Once-ler. What was it about him that was so mysterious? He sounded really crazy to claim that to have seen a sprite. Nevertheless, the boy had to admit it piqued his curiosity...and he wanted to get a real tree for this girl he liked. He snuck out of town, carefully avoiding any wandering eyes of people. Once outside of town, he beheld the desolate wasteland, a skeleton graveyard of tree stumps. So this is what the wall to his town was was hiding!_

_He drove his motorbike on the lonely road towards the Once-ler's home: along the way, there was a peeling billboard that read EVERYBODY NEEDS A THNEED with an overly crazed happy man in a green suit and top hat holding up a pink sweater-looking thing. He cried out, startled as he avoided what looked like a bunch of abandoned orange-yellow machines with glinting arcs of giant axes that lay in odd angles...and ignored the warning signs that read BEWARE! DANGER! NO ENTRY! STAY OUT! I MEAN IT! on rotting wooden boards and a crooked metal pole.  
_

_Soon, he stopped and found a rusty oil lamp lit __with black crows roosting on the sign that read THE STREET OF THE LIFTED LORAX. There was __an iron-wrought rusted, dilapidated gate that was locked and fence next to it with a huge hole. He could barely make out anything through the toxic haze, which made the boy cough. He heard a mournful voice singing from somewhere...he could only make out the last words..._

_"The greatest thing...you'll ever learn...is just to love...__And be loved...in...return..."_

_Taking his chance, he followed the singing voice through the haze until he could only see a dull yellow light glowing and a strange shape that looked like...a house? Once the haze cleared, he could see it was once white, but it was worn and stained from acid rain, falling apart. A window at the very top was boarded up and next to it was a rusty bucket that hung on a hook attached to some string. The yard had brown grass, dirt and rocks and a pile of stones with the word UNLESS imprinted on the largest one. On it was what looked like a small, dead flower lying on the biggest rock. He __slowly walking up the dirt path towards this Once-ler's home.  
_

_Trembling and eyes darting nervously, he climbed towards the steps, grabbing a hold of a rusty banister, which wobbled at his touch...only for it to collapse seconds later, startling the boy. He cautiously went towards __the faded blue door with a wooden__ sign that read THE ONCE-LER._

_He looked at the rusty doorbell, pointing a trembling finger towards it...a gloomy tone played, breaking the silence. Soon, there was a mechanical creak of the door, revealing a handmade booby trap:_

_"Shit!" the boy exclaimed. _

_The mallet was released as scissors cut the string, which caused it to smack the floorboard. The boy soared up in the air screaming..._

_"Shit!" the old man cursed. _

_It was supposed to knock him off the porch, not into the air! Then the old man pulled the switch to use a mechanical claw to grab the boy by the foot before he could strike the ground, lifting him up towards the window to see this intruder.  
_

_"WHO ARE YOU?!" the old man growled in a rough voice.  
_

_Once he got closer, all the boy could see was the shape obscured by darkness in the dim yellow light: a pair of deranged, angry sky blue eyes buried in a mass of wild hair peering out through the narrow space of the boards nailed in the window and two green hands gripping one of the boards.  
_

_"WHO ARE YOU AND WHAT ARE YOU DOING HERE?!" __the old man demanded angrily. Then, he stuck a thin, green-gloved arm out to grab him, only for the boy to swing away. _

_"__I'm Ted! I'm Ted!" the boy said, panicking, seeing how high up he was, recoiling away from the grasping hand. "__Ar-are you the Once-ler?"  
_

_"Didn't you read the signs?" he growled, ignoring the boy Ted's question. "No one is supposed to come here! Get out of here! And leave me alone!"_

_He pulled the lever to make the mechanical claw lower Ted to the ground, dropping him like a sack of dirty laundry. _

_"Oh, and don't let the boot hit you on the way out," he added with a mischievous chuckle, pushing a button.  
_

_"The boot?" Ted said confused._

_...only upon asking that question, to be struck square in the bottom by a boot on an extendable arm very hard, sending him a few feet away. Rubbing his sore bottom and cursing under his breath, he turned to the lerkim. He was not going anywhere.  
_

_"Listen! __Someone said...if I bring you this stuff...__" Ted said, __reaching into his pocket with difficulty and __held up the contents. "That you'll tell me about trees...a-and...sprites..."_

_The old man heard the boy Ted's words: what? Did he just say...? Now he **had** to hear this. He pulled the switch that controlled the claw, which picked Ted up by the back of his shirt and pulled him towards the boarded up window, to be face-to-face with the shadow...the blue eyes squinted._

_"Trees? Sprites?" he said suspicious. "Who told you about sprites?"  
_

_"My...Grammy..." Ted said, trembling. "She said you...saw one...but everyone thinks you're crazy..."_

_The old man was silent...he remembered these things, what he did to them...what he did to...  
_

_Her._

_A twinge in his heart when he recalled seeing those eyes...those pain-filled, betrayed teary eyes, making his own wet._

_Ted got a bit of a better look at the creature called the Once-ler: though it was just a shadowy shape, he could see it was a man...at least that's what he guessed. Thin with green...some kind of...hat on his head at least that's what he guessed...and something fuzzy and pink around his neck...a scarf? _

_"Um...hello?" Ted said. _

_The old man blinked his eyes, ridding the evidence of tears and turned his attention to Ted. _

_"Sorry," he said. "It's just...well, I didn't think anyone was interested or cared about these anymore."_

_"Well, that's me. They guy who's interested and cares. I'm here."  
_

_He pushed Ted away from the window, making the mechanical claw lower Ted to the ground gently so he sat on a smooth stone.  
_

_"You wanna know what happened to the trees and the sprite? Why they're gone?" Then in a low, sad whisper filled with bitter regret, "It's because of me."  
_

_"Wait, what?" said Ted, straining to hear the last part. _

_Rolling his eyes in annoyance, the old man pulled the switch that lowered his whisper-ma-phone on a long snergelly metal hose and shouted furiously...followed by a burst of dust, moths and crawling beetles...  
_

_"IT'S BECAUSE OF ME!" _

_Ted waved the dust away from his face, coughing and recoiling in disgust at the sight of the bugs. His ears rang painfully from the old man's shout.  
_

_"And my invention...the Thneed," the old man continued, curling his green hands into claws. Th__en reached for his scarf on his neck and showed Ted. __"It was an amazing product. It could do the job of a thousand."  
_

_"Alright. Sounds ridiculous," laughed Ted. "But it sounds cool."_

_"You're damn right it was cool." _

_"So, did you really see a sprite?" asked Ted eager. _

_"I didn't just see one..." he answered. "Her name was Fiora...and...I...loved her." To mention that name again brought pain to his heart. "It all started a long time ago..."  
_

_Ted sighed. He had a feeling this Once-ler had to be a very old man...since often these kind of people told stories that started with that phrase. _

_"Could we not start so long ago?" Ted asked impatient.  
_

_"Do you want a tree?" the old man said with an annoyed frown by Ted's interruption.  
_

_"Yes," Ted sighed, resigned. This is gonna be a long night. Ted sighed to himself.  
_

_"Very well then..." said the old man. "It all started a long, **LONG** time ago...I was a young man leaving home..."_

_Ted listened as the old man told his tale, hugging his knees.  
_

* * *

After the whole Mother Tree incident, Once-ler reminded himself to respect Fiora's love for nature. It was a lesson well learned. He promised himself to make sure that nothing he did involved harming nature since it offended her. She was fine with him picking flowers. He picked flowers for Fiora; her favorites were water lilies, which she gladly decorated in her colorful hair.

Fiora taught Once-ler about nature, showing how to take care of plants and the trees. Fiora gathered Truffula fruits and gladly shared them with not just the animals, but with him as well. He made an interesting substance out of the Truffula fruits called jelly, which was very squishy and delicious. It was used on toast, which was cooked bread.

"So, how long does it ACTUALLY take for a Truffula tree to go from this size," he asked, pointing to the dandelion sized one. "To that?" Then, he pointed to a fully grown one.

"It takes ten years from sprout to sapling..." she said planting a seed. "And another ten to a full grown one."

"That's almost twenty years!" he exclaimed in amazement. "Why not make the trees grow all the way?"

"Mm...I could," she said with a shrug. "Usually it takes about ten months for the seed to sprout. I like to help the trees grow a little bit. And it's less magic to grow it from a seed to a sprout."

"You are certainly patient when it comes to the trees, Fiora," he said.

"Well, growing a tree requires patience and a tender, loving heart," Fiora continued as she touched one of the trunks. "You can't just rush anything. The trees like being cared for."

His whole Thneed invention seemed long forgotten by now. It was a stupid idea anyway. Nobody gave a shit about it. He loved just being here in the Truffula forest. Just the isolation from civilization seemed to suit him. Even though he was away from others, there was someone who appreciated him, just his presence...everything about him.

After helping Fiora plant a few seeds, he returned home.

"Hey! Beanpole!" yelled Lorax. "C'mon over!"

Once-ler walked over to where Lorax was playing cards with a fish, Finn, Pipsqueak, and the baby swomee-swan, Bill. He took a knee and asked

"What are we playing?"

"I'm playin' poker," he said. He gestures to the fish, "He's playing Go Fish." Then gestured to the swomee-swan. "I think he's hungry."

Of course Bill ate one of Finn's cards. Lorax dealed in Once-ler. He raised his eyebrows as they played this unusual game.

"You're pretty good, Beanpole," commented Lorax. "Who taught you to play cards?"

Once-ler just shrugged. "I learned from my friends."

"You had friends?"

"Yea...until they thought I was weird because ...y'know, it doesn't matter."

Once-ler didn't feel like sharing his painful past. He wanted to keep that to himself. If anyone knew. He didn't want to be judged.

"So how are you? Settling in good?"

"Yea," he said. "Fiora was showing me how to take care of the trees."

Lorax smiled. "Good."

"So what are you gonna do now, Beanpole, since you gave up?"

He shrugged.

"Well you're welcome to stay here 'til you figure something out."

"Yea?"

"Of course, Beanpole."

A smile curved into his face. "Thanks."

* * *

Once-ler looked at his socks, which were starting to get holes in them. His money was scarce and he had to be sparing with his budget. He'd probably have to live on pancakes for a while. He looked at the Truffula trees. He promised he wouldn't cut them down...but he would like to knit just one more Thneed since he threw his last one away in town. Yet...how was he going to get the tufts without cutting down the tree? He came up with an idea for an invention!

Fiora found Once-ler sitting in his house, clinking his needles. He wore a very strange looking thing on his wrist: it was red and plump with multiple shiny prickles...like his knitting needles, but smaller. Some had string through the holes. She saw a small bag of pink Truffula tufts next to him. She was about to get angry at him, thinking that he had broken his promise...but, no. She didn't feel any pain.

"Hey, I didn't break my promise," he said a bit uneasy.

"I know," she said with a smile. "Mind if I watch?"

"No, go ahead."

She sat down on a chair and watched in such fascination: watching Once-ler's nimble fingers weaved the Truffula tufts, listening to the clinking of the needles. He was a bit embarrassed, thinking that Fiora would tease him for knitting. He thought of all the times that everyone teased him about his crafting abilities. Calling him a 'girl'. Even his family.

_Nothing unmanly about knitting. _Once-ler always kept telling himself. _No, sir!_

No. Fiora just sat there and observed silently, full of inquisitive curiosity and fascination.

"Where did you learn to do this?" she asked, resting her chin on her knees.

"Oh, it was quite easy," he said. "I learned it from a book. My mom was learning and lost interest. So I kind of just picked it up after that."

"It's like magic," she said smiling. "What else can you do?"

"Well, I can sew as well." He explained that as well. "You see, I had to wear hand-me-downs from my brothers...but they were too big on me. So I learned to make my own clothes."

"Could you show me...how to knit, Oncie?"

Once-ler blushed at this request, but was delighted. Someone who was interested in his skills. Someone who wanted to learn.

"Um...sure," he said, smiling.

He scooted back and allowed Fiora to sit in front of him, holding her hands, guiding her fingers...feeling their softness and nimbleness. She was clumsy and often knotted and tangled the threads. Once-ler was patient and slowly she got the hang of it. He felt his cheeks burn, swallowing nervously as he looked over her shoulder. Though he showed her how to play guitar and danced, he felt more comfortable with her this time. His arms kept brushing hers, feeling the small leaves from the vines.

He couldn't resist and pressed his cheek against Fiora's silvery specked one. Fiora jumped a bit. He fumbled an embarrassed apology, forgetting that she was still getting used to human customs. Her hair a deep shade of that embarrassed pink. They looked in each other's eyes, feeling that attraction...

"Fiora?" he whispered.

"Yes?"

He leaned in a bit, trembling and his cheeks burned...

"HEY!" yelled Lorax angry. He pointed to the bag. "Did you cut down another tree, Beanpole? You promised you wouldn't!"

"He didn't!" Fiora insisted, coming to Once-ler's defense. "I would've known already, Lorax."

"Then how did he get these tufts?" he demanded, holding up a handful.

"With this," he said showing them a very strange looking metal object that looked like...scissors with metal Xes. "It's called the Truffula Tuft Picker. It allows me to grab the tufts without chopping down the trees. It helps me reach the tufts that are out of reach." He showed that it could extend up towards the tree's branches.

Fiora was beyond fascinated. Oh! Indeed! He was impressive. Not only did he knit, sew and cook...but he built other inventions besides the Thneed. Ooh!

Lorax looked a bit embarrassed. "Oh...all right then. Well, good. But what is going on? You and Beanpole were in some kind of embrace."

"Oncie's just teaching me to knit, Lorax," Fiora replied. "Nothing is going on. I promise."

"Well, good...wait! Beanpole is teaching _you _how to knit?" He looked incredulous at Once-ler with raised eyebrows. "_You _knit?!"

Then Lorax burst into loud hysterical laughter, clutching his orange stomach. Once-ler frowned in annoyance.

"Uh...yea, I knit! It's how I make Thneeds! So what?" he retorted defensive.

"I can't believe it!" he continued to laugh, wiping his tears from his green eyes. "_You_ knit...and you're teaching a _girl _how to! What's next, you two gonna be making daisy crowns?"

"There's nothing unmanly about knitting!"

"Yea, yea. Enjoy, ladies!" Lorax said, walking away into the forest, still laughing.

Fiora excused herself and promised to come back, chasing after the fuzzy guardian.

"Could you just be a little nicer to him, Lorax?" she said with a frown. "You're being way too harsh with him."

"Well..." he admitted. "I suppose I could lighten up a bit. But I'm holding to my word that I'm keeping an eye on him."

"Do what you must. Just be nice to him. I really...like him."

"You mean...?" Lorax said, knitting his yellow, bushy eyebrows.

Fiora nodded, her hair pink. So it was true. Fiora loved the human. Though Lorax was very protective of Fiora, he knew that though she was content with her life in the forest and loved everything about it, he had seen days where she was unhappy...lonely...wishing she had another. He couldn't take her happiness away from her. Yet he didn't want Fiora's heart to get broken.

"All I can say is," he said gently. "Just be careful who you give your heart to, Fiora...you may not like what happens."

"Why do you say this, Lorax?" she asked.

"Sometimes humans can be cruel...when it comes to love."

"What do you know about love, Lorax?" Fiora said angrily. "You've never even been outside the forest! You've NEVER even seen humans until Once-ler came here."

"I do want you to be happy, Fiora. And I'm thrilled that you love Beanpole. I just wanted to give you advice...take it or leave it. It's your choice. I just want you to be aware of the consequences."

Fiora lowered her head a bit, she shouldn't have shouted at him. But she was angry at Lorax for telling her this. Why would Once-ler have any reason to break his promise? He kept it so far. And they had gotten closer.

"I...I'm sorry," she said. "I didn't mean..."

"It's OK, Fiora," Lorax said gently. "Just keep my advice in mind." She responded with a nod. Then he chuckled. "But still teaching YOU how to knit?"

"C'mon, Lorax! I like that he's teaching me things. I like that about Once-ler."

"Very well," he said. "I won't tease him...for your sake."


	9. The Green Man

_The Green Man_

**AN: And...introducing Greed-ler! (No, this is NOT a Oncest.) I like to think of Greed-ler more like a demon tempting and turning the innocent Oncie into becoming the money-crazed salesman. In later chapter(s), we will see the two sides of Once-ler: his innocent side, Oncie will be in italics and Greed-ler will be in bold and italic. Many thanks! R&amp;R! ENJOY!**

* * *

_Present Day-Years after Day of Destruction_

_Ted sat on the stone and listened to the Once-ler tell his tale: after leaving home, he searched the globe to find the perfect item to make his Thneed, having little success. Until he stumbled the beautiful Truffula Valley, filled with Truffula trees and met the creatures of the forest...  
_

_"But...the strangest creature of all that I ever beheld," the Once-ler said. "A very strange, enchanted girl..."_

_"Yea," said Ted flatly. "I've heard that line. It's in a song." Then with impatient sarcasm. "I mean that's great and all. But tell me something: are you going to sing me a song about how to get a tree? 'Cause I'd love to hear that."  
_

_"Oh, yes," the Once-ler replied sarcastically. "Right after the song about the kid who kept interrupting the story and was never heard from again."  
_

_"Right. Got it. Proceed," Ted replied, backing down.  
_

_"Anyway, there was a girl...a very strange, enchanted girl..." the Once-ler said. "Old as time itself, but young as springtime..."  
_

_He proceeded to describe this sprite called Fiora: the impish, __green-skinned __girl with multi-colored hair that was the same color as the Truffula trees. His first encounter with the sprite...  
_

_"Wait a minute," said Ted, interrupting once again! _

_The Once-ler frowned in annoyance. Just like Fiora and her million questions. He laughed to himself a little, reminiscing.  
_

_"You got beat up by a girl?" laughed Ted._

_"Well, try to imagine being in her shoes," the Once-ler replied. "Someone completely isolated from human civilization being approached by a stranger. Fiora was scared, injured...and very angry at me. And she had every right to be: Fiora had an affinity for nature and any harm caused to it was offensive to her. But I didn't know that at the time...I just thought she was some crazy tree-hugging, nature loving girl."  
_

_"Still...you got beat up by a girl." _

_"Since you seem to be so full of witty remarks and questions, Ted, how about we just call it a day?" __the Once-ler replied dryly._

_"No, no!" Ted said anxiously. "I swear. No more questions or remarks." _

_"Good. Now where was I?" he said, pointing a finger to his chin as if to imply he was thinking. _

_"Fiora slapped you..." Ted said. _

_The Once-ler decided to let that go. Punk! he thought to himself. _

_"Ah yes. Fiora wasn't exactly welcoming when I had cut down the first tree," the Once-ler continued. "She warned me that if I didn't leave, the guardian of the forest would come. But I didn't listen to her. I just kept thinking she was a delusional lunatic who lived in the forest WAY too long. Little did I know that what I had done, it turned out she was indeed correct: I had summoned a mystical creature, also old as time itself, MUCH older than Fiora...the legendary..." he continued, then furrowed his eyebrows with a tone in his voice that expressed annoyance. "Slightly annoying, mustached creature..." _

_There was a thunderclap when he said the last word. _

_"The Lorax."_

_Ted listened as the Once-ler told of his encounter with the Lorax and how they attempted to drive him out of the Truffula forest...how he nearly escaped death twice all because of Fiora...  
_

_"Well, you won't believe what happened the next morning," the old man said, yawning. He was tired.  
_

_"__Wait! __What?!" Ted exclaimed. _

_"You want to hear the rest?" said the Once-ler. "Then come back tomorrow." _

_"What?! Tomorrow?!" he whined incredulously, grabbing the whisper-ma-phone. "__C'mon! You're just getting to the good part! __Fiora saved you! And then you woke up to find what?"_

_The Once-ler pulled the switch that retracted the whisper-ma-phone up into the window, pulling Ted in tow, only for him to land butt-first in the bucket._

_ "Seriously, don't make me come back!" Ted whined. "You live out in the middle of nowhere...it stinks out here..."_

_"I guess you __really __don't want to hear the rest of the story," said the Once-ler dismissively, pulling the switch that released the line to the bucket. _

_Ted screamed as he descended with speed. The old man watched Ted struggle to get out...with an eye roll and a giggle, he pulled the switch to use the claw to tap the bucket, dumping Ted on the ground with a plop.  
_

_"No, no!" Ted cried towards the boarded up window. "I do. I really do want to hear the story! It's just...it was getting really good!"  
_

_"Nah! You don't have what it takes. Goodbye!" groaned the Once-ler, waving his arms dismissively. Then walked away.  
_

_"No!" Ted insisted. "I have what it takes!"  
_

_There was no answer and he saw the light turn off. _

_"OK. Fine," Ted said. "I'll see you tomorrow." _

_He got on his motorbike and drove away. The Once-ler went back to the window, smiling to himself. Maybe there was hope with this young man...hope he had once seen in himself..._

* * *

By first light, Fiora came to Once-ler's cottage for pancakes. He greeted her, dressed in a pink apron and his usual clothes and fedora, inviting her inside. She sat on a stool, listening to Once-ler hum and watched as he cooked the pancakes, flipping them with the silver spatula.

"Perm-do-ba-da-bo-bo pancake-it-a-pancake," he sang ever so cheerfully.

Then he turned away from the stove, flipping them backwards with a "FLURITUBOO!" Then tossed them up in the air with a 'ho-up'. The pancakes flew up in the air and into a neat stack on a plate, caught by Pipsqueak who nearly fell off the counter. He took the plate from Pipsqueak, giving him an appreciative pat on the head. Fiora clapped her hands delightfully, making Once-ler smile.

He made so many pancakes! They were so delicious! Fiora found these pancakes quite pleasing...she got full so fast!

"Who's up for nineths?" he announced, holding a stack of pancakes with a smile.

Everyone groaned, so full...even one of the humming-fish was fat as the fat bar-ba-loot! Only the fat bar-ba-loot raised his had with eager oohs. Lorax sat up, clutching his stomach.

"Whoa," he groaned. "Alright. Pass 'em over."

"And you, Fiora?"

"Oh, no thank you, Oncie," she said politely. "I'm quite full."

He sat with Fiora, eating his nineth stack of pancakes! Fiora was shocked!

"I've never seen a human eat so much!" she laughed. "You're going to be as tall as a Truffula tree!"

Once-ler chuckled. "Well, I hardly got enough to eat back home. I used to fight my brothers for food all the time, but I'd end up on the floor with a black eye or a bruise or something."

"Oh," Fiora said, sympathetic. "That must've been...terrible."

"Nah, it wasn't so bad. Eventually, I got sick of fighting all the time that I decided to start cooking and I'd always put aside a plate for myself until..."

"What? What happened?" she said curious.

"Well...sometimes my brothers would knock my plate on the floor..."

He lowered his head. It pained him to share these terrible memories with Fiora: how he laid on the floor bruised and beaten after fighting with Brett and Chet. There wouldn't be any food left and he'd go hungry. After knocking his plate off the table, he had to eat the food on the dirty floor, often for their amusement. They called him a 'floor-licker' or 'dog'. Still, it was better than going hungry.

"How awful," she said sad.

"Well, that's just how brothers are," he said with a shrug. "I was smarter than them though. I usually ate first before they woke up. Less fighting."

Brett and Chet, though they were dumb asses, he was no match against the duo: they tormented him all the time...not that they didn't mean to sometimes since it's what boys did. But, sometimes they could be cruel since his mother encouraged them half of the time.

Fiora had never realized how cruel humans could be to their own kind! She could sense Once-ler desperately wanted to be appreciated and loved, a lonely boy. Of course, Fiora liked everything about him. He was kind, handsome, very talented...very smart to her.

"Ah, I see, but still...it sounds terrible. No one should be treated like that. What was it like...living with your family? I mean I know you told me they were rude."

Once-ler wasn't sure if he should tell Fiora about these painful memories: the abuse, the put-downs, the teasing...he resented his family and yet, there was a tiny part of him that felt loyal to them. Why? Even he didn't understand himself. Surely they would've appreciated him when he did make his dreams come true...but that seemed far off now that he had given up. And here he was in the Truffula forest...with someone who did appreciate him. Something he wasn't used to, but he had grown to like it.

"It wasn't too bad," he said nonchalant. "I always cooked and cleaned for my family. I felt I should be better than them. I always felt out of place with them anyway."

He sipped his coffee for a moment, feeling embarrassed telling Fiora that he preferred to knit and sew instead of playing rough sports with his dumb ass brothers. How he liked cooking and cleaning since his own mother couldn't care less to keep a neat and clean home. His room was cleaner than any one else's. What did she think of this? He felt embarrassed wearing this stupid pink apron in front of her.

"You don't think it's...stupid, do you?" he asked uncomfortable.

"What do you mean?" she asked puzzled.

"Um...well, a man...cooking, cleaning and knitting..." he trailed off, his face reddening.

"Why would I think it's stupid?" She was confused; why did Once-ler feel that way about himself?

"Oh...well...in my world...some people find it strange..."

"It doesn't seem strange to me. I mean, I've never seen anything like it before, well, you know why. But I think it's interesting, Oncie. I mean...why be like the others when you can be yourself?"

Once-ler liked hearing that. Fiora was indeed wise...even if she had no knowledge of the human world before she met him. He wasn't used to kindness, yet this touched his heart in ways he couldn't describe. He always felt different from his family: they were all stupid, lazy and selfish. With Fiora, she didn't see him as strange, weak, or a failure. He felt comfortable...normal...which was nice for once. He appreciated that he had a friend who didn't think like the humans in his world.

Suddenly there was a rumbling outside...it made the whole cottage shake...the glasses and plates clinked noisily...

"W-ww-what's going o-oo-n?" he said, his voice vibrating.

Once-ler ran outside with the animals and Fiora following him...only to be met by a group of hundreds of humans! Fiora was scared and hid in the bushes. She saw hundreds of humans...singing and dancing, singing Once-ler's sales pitch song for his Thneed...

_Everybody needs a Thneed_

_A fine thing that all people need_

_The Thneed's good_

_The Thneed is great_

_Let's hope we're not too late_

Some humans demonstrated Once-ler's uses of his Thneed: a super trendy hat, a tight rope for an acrobat...a net for catching butterflies...used for...exercise.

Soon, the humans were crowding around Once-ler, waving stacks of strange, green paper at him...Once-ler's eyes lit up with delight! Now people wanted his invention!

It was in that moment...the green monster was born inside him...

Soon, Once-ler grabbed a phone and he said, "Mom, hey! It's me! I told you I was going to be a success. You need to bring the whole family here right now! We're gonna be rich!"

Lorax stared at him with narrowed eyes and crossed arms.

"What? I'm going to need all the help I can get. Don't worry."

* * *

_Present Day-Years after Day of_ _Destruction _

_Ted came back every night to hear more of the Once-ler's story...with reluctance. It stunk where he lived and it was far away. Plus it was difficult with that jerk O'Hare watching him...making those threats. He was a douche bag!  
_

_Yet he came back anyway. He wanted to hear more of the story: so far he had heard how Fiora and he first met and argued like children upon their first meeting. How he was tormented by her and her friends by the forces of nature. How she saved him from death twice. How annoying as hell she was with her endless questions. He wanted to hear more...why the trees were gone...what happened to Fiora...  
_

_"Why aren't you like other kids?" the Once-ler asked, his green hands moving and waving through the boards. "Break dancing, wearing bell bottoms, or playing the Donkey Kongs?"_

_"Uh...I dunno," Ted said with a shrug."I just would like to...you know...have a tree..."  
_

_"Eh..it's a girl, isn't it?" the Once-ler said slyly, smirking as he leaned against the boards of the window. _

_"What?!" Ted exclaimed in embarrassment, blushing. "Fft! No!"  
_

_"Really?" the Once-ler said "Because when a guy does something stupid once, it's because he's a guy. When he does it twice, it's usually to impress some girl."_

_"She's not some girl," Ted insisted. "She's a woman...in high school. And she loves trees. So I'm gonna get her one."  
_

_"Oh, how nice to see someone so undeterred by things like reality," the Once-ler replied dryly. _

_"Oh and** you** never impressed Fiora?" Ted said with a raised eyebrow full of skepticism, crossing his arms. _

_"Of course I have! She was already fascinated by everything in my world. She wanted to learn everything about it. I taught her everything about the human world. Yet, I think she impressed me more."_

_"Oh?" Ted said intrigued. "And why's that?"_

_"Well, Fiora was a fast learner...and she had more knowledge and understanding of nature than anyone. But what I think impressed me the most...was her love...her contentment. Her appreciation of things..and seeing beauty and good in many things." He paused to think where they last left off. "Now where was I?"  
_

_"You were telling about how...you did something to Fiora's tree..."_

_"Ah yes," he said filled with regret. "Fiora took me to see the biggest, oldest tree in all of the forest. If it were here today, it would've made it in the book of records for Oldest Tree in the World. Anyway, I remember how much I loved Fiora that I wanted to show her. I carved our names into it, thinking it would impress her...only to be faced by her wrath. I thought that I hadn't done anything wrong at first since we do something like that...but she felt otherwise. I had made a very bad mistake: aside from cutting down the first tree, I defiled something that Fiora had treasured more than anything in the world." _

_"But it was just...a tree," Ted said flatly.  
_

_"Uh...were you NOT listening?" Once-ler replied annoyed. "__It wasn't **just** a tree. It was Mother Tree: the very first tree Fiora planted in the Truffula valley. __How would your little girlfriend feel if you ruined something she loved?"_

_"She'd be pretty upset," Ted said stating the obvious. _

_"Exactly. That's what I did to Fiora." He paused, seeing the painful memory again. The terrible memory of what he did to her. "But that wasn't the worst mistake I made." _

_"Then, what was?" asked Ted._

_"We'll get to that soon..." he said dismissively. "Don't be so eager to rush."_

* * *

Well he did it! He sold his first Thneed! He was going to need all the help he could get to make more Thneeds now that his business was going to grow.

While he sat in his cottage, counting all the money he had earned just from people placing orders for his Thneed, he heard a slow clapping of hands. He looked around...he didn't see anyone. Shrugging he went back to work with his Thneed orders.

**_Well done, Oncie! _**said a voice. It was sinister, smoothly seductive and sophisticated. Strange...it kind of...sounded like him, but more mature. **_You have finally succeeded. Your once dead dreams are now alive again._**

Once-ler looked around to where the voice was coming from. What the...?

"Who said that?" he called out.

**_I did of course, _**said the voice.

Once-ler shook his head. He was probably hearing things.

**_I'm very real, Oncie. _**the voice continued. _**And no, you're not hearing things. **_

Once-ler continued to look around and then saw the mirror...there was a man! He was thin, tall and elegant-looking. He leaned demurely against the edge of the mirror. Emerald green was a dominant color in his attire: a pinstriped suit with gold buttons and long coat tails. His crossed arms had velvet opera gloves with clawed fingernails. His shirt was white with a black and green striped tie. In the button hole of his lapel was a small pink flower. There was a gold chain that hung from the pocket of his suit that went to his black pinstripe trousers. He smirked cockily with a cigar held in his white razor sharp teeth. On his head was a very tall black top hat adorned with a green sash and he wore a pair of blue sparkly sunglasses, which hid his eyes. The hat and sunglasses hid his face but Once-ler could see that the man's face expressed arrogance and pridefulness.

"Who the hell are you?" Once-ler demanded with a frown.

**_Does it matter?_ **the green man replied with an arrogant smirk. **_Let's just say I can help you become a very successful businessman, Oncie._**

"Uh huh," he replied flatly. "And how could you do that?"

_**Oh, I know a thing or two about succeeding in business...without even trying,**_ the green man said still smiling as he held the cigar pinched between his fingers.

"And what would that be?"

_**Well first things first, Oncie: time is a-wasting. Playtime is over. If y**__**ou're going to be a businessman, y**__**ou need to stop wasting time with the green girl. **__**And the first thing about being successful is that all work and no play makes Oncie a very rich boy.**_

"I thought it was dull boy," he said with a raised eyebrow.

The green man laughed again, shaking his head.

_**True,** _the green man said amused. _**But all play and no work make Oncie a very poor boy. And we don't want to be poor, do we?**_

"Well...no," he said a bit hesitant. "But I thought money can't buy you happiness."

_**I think it's **_**_cute that you're still a naive little boy, Oncie. _**The green man said, shook his head, still smiling. **_Well, time to grow up into a man and _****_start getting to work with your plans for your Thneed business. You don't have time to _****_play with the green girl anymore.  
_**

"I can still make time for Fiora and my business," Once-ler insisted.

**_The little green girl is holding you back, Oncie. _****_Now that you are becoming a successful businessman, no one is going to take you seriously if you keep playing in the woods chasing butterflies, looking at clouds and giggling with the green girl. _**

"Fiora's not holding me back!" he retorted angrily. "She never laughed at my dreams at least...unlike my family."

**_You're a stupid fool, Oncie!_ **the green man laughed shaking his head, then puffed his cigar. _**Success is here and now...only but a small window of opportunity before it's closed forever.**_ _**And like the old saying goes: he who hesitates is lost. **_

Then he puffed a money sign in Once-ler's face, making him cough in disgust. The green man just chuckled, amused at Once-ler's discomfort and annoyance.

_**And nobody ever got rich being in love because it doesn't pay. But the price love carries hinders plans to success, **_the green man continued, puffing a heart-shaped smoke ring, then slashed at it with a clawed hand, making it dissipate in a shatter. _**Besides, l**__**ove isn't going anywhere. It can wait as long as it wants.  
**_

"I'm not going to give up Fiora," Once-ler said insistent. "I really care about her."

_**Eventually you'll come to realize that you can't have both. **__**Besides help from your family, you're going to need my help as well, Oncie.**_

"Go to hell or wherever you came from!" he spat angrily.

_**Aw! How cute! **_the green man simpered mockingly. **_I made the little boy say a bad word._ **

Then, he disappeared with a swish of green coat tails. What the hell was that all about?_**  
**_

* * *

Fiora had heard that Once-ler had sold his Thneed. She became upset. Would he be cutting down more trees? Didn't he promise he wouldn't? Another sunny day and Fiora looked morose out at the pond.

"Are you OK, Fiora?" asked Once-ler concerned.

"Are you...?" she began.

"No," he said insistent. "I assure you that I intend to keep my promise...for your sake." He sat with her. "Would it...bother you if I harvested the tufts to make my Thneed?"

Fiora was relieved to hear this.

"No," she said. "So...what are you going to do now that you've sold your first Thneed."

"Well, I've got plans to make my company bigger. I mean I've already got people asking for more of them."

"Bigger?" she asked.

"Yea," he said excited. "This isn't going to be a rinky-dink operation anymore. I've got big plans! A vision! A world filled with Thneeds!"

Fiora looked sad again, frowning. So...maybe Once-ler wasn't going to be here anymore.

"What? What's wrong, Fiora?" he asked. "Aren't you happy for me?"

Fiora smiled a bit painfully. "Yes. I am. Your dream is finally coming true, Oncie. But...are you going to leave?"

"No," he assured, holding her hands. "I'm not going anywhere, Fiora. I promise."

"Then how big are these plans for this Thneed anyway?"

"Well...I haven't made up anything yet, but I'm going to need a lot of help...if you would like to..."

"I'd be delighted, Oncie. If it's important to you, I'll help you in anyway I can."

"Thank you, Fiora," he said with a smile. "I'm glad you're willing to support me and my dreams."

"Well, it means a lot to you, Oncie. This is your dream...and I'm happy to be a part of it. Just remember your promise, that's all I ask."

He nodded with a smile. "Also...I'd...like you to meet my family, Fiora. They're coming here to help as well."

Fiora stared with wide eyes, incredulous. His family was coming here to the forest? She wasn't sure how to react. Once-ler had been a bit reluctant to talk about his family...often when the subject came at had, he often sounded very bitter and resentful...he had shared a story or two of how they teased him, how lonely he was...how he was mistreated...

"Oh," she said. "I thought...you said they were a bit...rude."

"Well, just be nice and I'm sure they'll do the same to you. They'll be here in a couple of days."

"I would be delighted to meet them, Oncie," she said. "I hope they like me."

Once-ler smiled a bit painfully. He had a feeling it was going to be downhill with his family. But he didn't care. He loved Fiora. She was very important in his life.


	10. The Family

_The Family  
_

* * *

_Present Day-Years after Day of_ _Destruction _

_Ted returned the next night with a bag of marshmallows, knowing it was the Once-ler's favorite. He dumped them at the bell end of the whisper-ma-phone, which he sucked up and munched delightfully. _

_Ah! the Once-ler thought. How long it has been since I ate those! _

_He reminisced the night at the campfire when he showed Fiora how to roast marshmallows...how he played...her song..._

_"Thank you, Ted!" he said with a full mouth, munching noisily. _

_He paused to think where they last left off. _

_"Now...picture this...sun shining...blue sky...perfect day...it was all downhill from there..."  
_

* * *

Fiora was nervous. She was going to meet more humans...and they were Once-ler's family. She decorated her hair with the best and most beautiful water lilies. She wanted to make a good impression for them. Once-ler held Fiora's hand.

"Don't worry," he assured. "I'm sure they'll like you."

Soon, there was a loud, strange noise coming from the distance...a musical tune and then a roaring noise. A giant...strange object on wheels came to the forest, knocking the trees. Fiora could feel some of the tree's getting bumped and scratched. Fiora hid behind Once-ler's house, terrified at this strange monster. She had never seen anything like it before. Such colors! So shiny! The monster came to a halt with a high pitched screech. Then the door opened with a glow of a blue light. There was a giant shadow...and out stepped out the strangest looking human she had ever seen! She couldn't tell what kind of human this was...

"What a dump!" said the first human in a deep, nasally voice looking around.

"Hey!" said Once-ler, happily waving. "Aunt Grizelda!"

Soon two more humans came out...they looked exactly the same! Ooh!

"Hey Chet! Check this out!" laughed one of them. "Go long!"

"No, Brett!" said Once-ler nervously; obviously he didn't want Fiora get angry. "Could you not...that's not actually..."

He picked up one of the bar-ba-loots and threw him to the other human that was running. These had to be his brothers Once-ler had spoken of. The ones who tormented him...who had to wear their hand-me-down clothes.

She watched as the identical human ran into the tree, falling down. The bar-ba-loot held onto the tree, only to fall butt first in the fallen human's face.

"He TOTALLY ran into that tree!" said the human called Brett in a high-pitched rambunctious tone.

He slapped Once-ler on the hand really hard, which he grimaced, shaking his hand painfully. Indeed! They were noisy! Fiora giggled a little at Once-ler's dumb identical brothers.

Soon, there was a female human with blonde hair, tall like Once-ler, but had more shape. She had the strangest pair of eyes in front of her own. Her entire attire was strange too: a purple shirt, a denim skirt and boots...and the strangest looking thing around her neck. Fiora squinted and realized it was some kind of dead beast, which she immediately frowned. This female was so cruel to be wearing a dead beast like some decoration. She would ask Once-ler about this. Yet, she knew she had to be polite, for Once-ler's sake.

"Oncie!" she said in a high-pitched voice, stepping on a short man that was kneeling on the ground. "Is that you?"

"Mom!" he said with a smile in a reserved tone.

"There is is! There's my big, suddenly successful son!" she simpered, pinching Once-ler's cheeks roughly and kissed him, covering his face with red lipstick. Once-ler looked embarrassed and wiped his face. "We'd always knew you'd make it." Then glared at a shorter male human, dressed in grey, muttering through her teeth, "Right?"

"Hey! I love this guy!" said the shorter male human, hugging him and hanging off of Once-ler's neck.

"But you always said I wouldn't amount to anything, remember?" Once-ler said, a bit hurt with a painful smile.

"Oh, hush your mouth!" said Once-ler's mother dismissively. "I was just trying to motivate you."

"I'm _really_ glad that you clarified that because it actually hurt my feelings for a REALLY long time," Once-ler said through his teeth.

After a beat to bury his hurt feelings, he resumed, "Anyway, you're all here, you all work for me, and that's cool. So, let's get to work."

"BRETT! CHET! Set up the RV! Would you stop throwing that bear?" Once-ler's mother shrieked in a shrill voice that made his ears ring.

The Lorax flinched when the woman that was Beanpole's mother yelled. These noisy, rude intruders were already on thin ice by their behavior.

"Actually..." Once-ler said, a bit uncomfortable, seeing there were a lot of trees where they had parked the RV, knowing about Fiora's connection with the trees. "Could you move the RV...?"

Only too late! The identical human boys dresser a red button and suddenly...just like Once-ler's cottage when she first saw it, it sprung up into a towering mountain of shiny, strange assortment of objects...bumping and smacking the trees. Fiora felt the strange thing called an RV hit the trees, bruising parts of her body. Though she was very curious of what these were things were, it still didn't quell her annoyance that these humans had no regard for the trees. She kept telling herself that she had to be understanding since they were ignorant. And this was Once-ler's family: they were important to him.

The Lorax watched in shock as he saw that Beanpole's humans were moving in. Nope! These noisy invasive pests were not staying here.

"Whoa!" protested Lorax. "Time out! Nobody's moving in here! You gotta go! Goodbye!" He flapped his hands dismissively.

"Hey, c'mon," said Once-ler. "Be nice. This is my family!"

"You said nothing about anyone moving in here, Beanpole," hissed the Lorax.

Once-ler smiled sheepish and was about to explain until his mother interrupted his thoughts.

"So...Oncie," his mother said impatient. "You said you had some kind of surprise for us?"

"Oh yes!" said Once-ler, lighting up. "Before we get to work, I'd like you all to meet someone. Now I want you to be nice to her...she's a little scared about meeting you. She's...never been with people before. She might be a little socially awkward, but she understands a little about us."

He walked towards his cottage where Fiora had ran away and hid around the corner. His family stared...what did he have that was hiding there?

"Come on," he said encouragingly, holding his hand out. "It's OK."

The family watched with eager smiles to see this surprise Once-ler had. He reached around the corner of his house and took a small hand...a green hand! and out of the shadows and into the light stepped in the strangest looking girl...a viridescent girl with multicolored, flower adorned hair, vines and leaves in her flesh! And her cheeks glittered...and those ears...like the point of a knife!

Once-ler's family stared with stupefied expressions, raised eyebrows and open mouths when they beheld the strange girl that Once-ler held hands with a smile. Her mossy eyes darted at each member of Once-ler's family with inquisitiveness.

"So who invited the green girl?" Aunt Grizelda said so bluntly, looking over Fiora with a wrinkled nose.

Once-ler was very embarrassed by this rude remark. Fiora looked a bit confused.

"How dare you!" snarled Lorax like a dog fiercely protective of its owner. "Only _I_ get to call her that!"

"Also, who invited the giant, furry peanut?" she smirked.

"You callin' _me _a peanut?!" he threatened. "I'll go up your nose!"

He balled his fuzzy orange fists, slowly approaching her like a boxer. Aunt Grizelda was sure up to the fight with this little furry peanut.

"Whoa, whoa, whoa!" Once-ler said, holding his hands up. "You wouldn't hit a woman?"

Lorax stopped dead in his tracks, then jabbed a thumb at Aunt Grizelda. "THAT'S a _WOMAN_?!" he exclaimed incredulous.

"Alright!" said Once-ler. "Let's just cool it! not get off on the wrong foot here..." he glared at Lorax.

"So, Oncie," said his mother cut him off. "Who is these individuals?" She jabbed a red nail polished finger in Fiora and the Lorax's direction.

"Um...family...these are my friends," he said, smiling.

"Acquaintance," corrected the Lorax with a frown.

"Acquaintance...a very good acquaintance, the Lorax," he continued. "He speaks for the trees."

"And on behalf of the trees..." the Lorax said, then shouted. "GET OUT!"

His family gasped in shock as they were spoken to so brusquely.

"Don't be rude!" Fiora said scolding to the Lorax. "This is Once-ler's family. They are guests here...as long as they promise to respect nature." Fiora turned to them. "You are most welcome to the Truffula forest, Once-ler's family."

"Hey, Green Girl! This is MY forest! And what I decide goes! And I say, they got to go! Goodbye!"

"Just give them a chance," she said placatingly. "Please. You promised you would be nice."

Lorax sighed. He always kept the promises he made. If Fiora DID love Beanpole, he would respect her choice. Still, he didn't think it was a good idea for her to fall in love with a human.

"Anyway, family," said Once-ler, trying to change the subject. "I apologize for the interruption. This is Fiora, she's a very good friend of mine..."

He cupped Fiora's hand and smiled. Isabella raised her eyebrows more that it became painful. _This_ was the surprise?! She saw Oncie was holding hands with the green girl, staring so adoringly at her. Her son was in love...with a very strange looking girl?

"Why..." she began with a phony smile. "Hello there, Fiona."

"It's Fiora," she corrected as gracefully as possible. "I'm pleased to meet you...er Oncie's mother."

"Oh, you can call me Isabella, sweetheart," she crooned in false sweetness.

"Isabella," she repeated. "That's such a lovely name. You certainly are very lovely."

There was only a tiny glimmer of flattery from Once-ler's mother. "Why thank you, sweetheart."

Then she met his Uncle Ubb, a short little man who seemed to be as dumbfounded as the rambunctious, idiot twin brothers of Once-ler, Brett and Chet. She shook hands with them. Once-ler giggled as he watched Fiora shake their hands a bit awkwardly, but still good enough.

"Why are they the same?" she whispered to Once-ler when she approached his brothers.

"They're twins," he explained. "They were born the same."

"Why are you green?" asked Brett stupidly, staring vacantly.

"Brett!" exclaimed Once-ler. "You can't just ask her why she's green."

"No, it's OK," Fiora said patiently. "I have always been this way, Brett. Surely you don't ask why you were born with your eye color or hair color, no?"

Once-ler held back his laughter. Fiora was so charmingly graceful even though his family was embarrassing.

"Uh...why do we have that?" he whispered stupidly to his twin brother, Chet.

Fiora giggled, a bit amused by their stupidity. Indeed, they were just as he described them. She shook hands with Aunt Grizelda, who was a bit intimidating looking and she eyed her with a bit of suspicion.

"So...what exactly are you?" Isabella asked. "I've never seen a girl with green skin before."

"Fiora is a sprite of the forest," explained Once-ler.

"I'm sorry...what?" said Isabella incredulous, making sure she wasn't hearing things.

"She's a sprite, you know a magical being. Like a fairy or an elf."

"Ah, I see," said Isabella, still painfully smiling.

Her son had officially gone crazy! Oh sure! He was nothing more than a disappointment: it all started with his interest in sewing, knitting...then his dream of his stupid invention, which did make him money for once...and now he was saying this weird looking girl who he claimed was a sprite! And he was obviously in love with her!

"So...Fiora will be joining us for picnic lunch," Once-ler announced. "I thought it would be nice that she met with all of you so we could get better acquainted."

Once-ler and Fiora set up a beautiful spot outside on a blanket. Fiora had picked the sunniest spot, growing flowers around it to decorated the was angered that his family trampled on the flowers, yet she kept her anger at bay since they were Once-ler's family and she promised to behave. At lunch, there was the longest and most awkward silence as Once-ler, his family and Fiora ate their lunch. They stared dumbly at the forest girl that Once-ler had introduced.

"So how long have you known my son?" asked Isabella in an attempt to break the uncomfortable silence.

"Oh...for a while," she said slowly trying to think. "Oncie is quite a nice man. He has been teaching me about your world...and I'm must say, it's quite interesting."

"Well, how nice," Isabella commented with a fake smile, then glared at her son that he was wasting his time with a girl rather than working on his business.

"Fiora is quite talented," Once-ler said. "She's got a green thumb."

"Well, that's nice too, Oncie." Isabella said uninterested.

"What's a green thumb?" Fiora asked confused.

"It's just a fancy saying that you're good with plants," he said. Fiora nodded, smiling.

_Really?!_ Isabella thought. _My son is not only in love with a strange girl, but a stupid one as well._

Fiora could sense that Once-ler's mother didn't like her very much. It was very clear that Once-ler felt the same way about his mother; it was very clear that there was a lot of tension between them.

"I think it's cool you're green," said one of the twins.

Fiora could only smile, amused by their stupidity. "Thank you."

"So, what do you do here, Fiona?" asked Isabella.

"I make things grow," she said, a bit annoyed that she got her name wrong again. "In fact, I wanted to give you a gift, Isabella...as my way to welcome you here."

Fiora closed her hand and in the glow of a green light, she produced a small rose in the palm of her hand, which impressed the twins and Uncle Ubb. Apparently not so with Once-ler's mother.

"Is that all you can do?" Isabella said flatly.

"Well, yes..." she said, a bit uncomfortable and confused. What did she mean by that?

"Mom, Fiora's job is taking care of the trees and animals in the forest," Once-ler explained.

"So you're an unemployed gardener and zookeeper?" she said bluntly. "Sounds like a tree-hugging hippie to me."

She started laughing, joined in by everyone else. Fiora looked puzzled, looking at Once-ler. Why were they laughing?

"Mom!" Once-ler said mortified, dropping his fork on his plate with a clatter. "Would you excuse me for a moment?" he said to Fiora with an embarrassed smile.

Fiora nodded. Once-ler took Isabella aside, out of earshot from the picnic area. He was absolutely mortified by his mother's atrocious behavior towards Fiora, who was confused enough as it is.

"Come on, Mom!" he said angry. "Fiora is really important to me...and you're insulting her."

"Honestly, Oncie," Isabella said. "I just don't understand what you see in that girl. She's just too...strange. What is with all those vines...and that skin?"

"Mom, Fiora is special. I really care about her. Could you at _least_ pretend to be nice for once?"

"Oncie...I don't think you should waste your time with her. She's become a distraction in building your company."

"Mom, just please..." he said, pinching his nose with frustration and embarrassment. "Be nice to Fiora. I really like her."

They returned after their little private chat, which Once-ler apologized to Fiora. She nodded with understanding and touched his hand, staring adoringly at him. The lunch went from bad to worse: his family began to tease Fiora. Mostly the teasing came from Aunt Grizelda and his mother, only to be joined in by Uncle Ubb and the twins, which they laughed.

"So, you're in love with a tree-hugging hippie, eh Once-ler?" sneered Aunt Grizelda.

"Yea...have you and Oncie been singing songs around the campfire late at night, Fiona?" laughed Isabella. Then mockingly strummed a guitar, singing songs like _Kumbaya_.

"Been smoking Mother Nature as well with those funny little cigarettes and talking about bringing peace and love to the world?"

"Get a job, hippie!" said Brett.

"BURN!" said Chet

Fiora sat there, patient but confused about what everyone found so amusing...but hearing this cruel laughter was very hurtful. She could finally understand why Once-ler was reluctant to talk about them. Fiora slowly got up and walked towards the forest, a bit crestfallen.

"Aww," crooned Isabella. "Is the little green girl going to cry? Are you going to share your feelings with each other now?"

More cruel laughter as Fiora walked away into the forest. Once-ler was completely mortified. Here he was, trying to introduce someone he cared about to his family...only for them to insult and mock her. He had a feeling they would do this. This was a bad idea. Once-ler felt angry and humiliated. He got up and went after Fiora, throwing his napkin on the blanket.

"Just what we need in the family," Isabella sighed with disappointment, shaking her head. "Two lazy and unemployed failures...tree-hugging hippies!"

He heard their rambunctious laughter along with more insults towards Fiora and him, which cut really deep.

Isabella decided that she was not going to let this green girl interfere with her son's business. She needed to go. She had to get rid of the little green hippie that her son was in love with.

"Go after him," Isabella hissed to Brett and Chet. "And bring him back here. We need to get started on our work."


	11. Joined

_Joined  
_

**AN: I give kudos to GeorgyannWayson for being an inspirado for this chapter. Many thanks! **

* * *

_Present Day-Years After Day of Destruction_

_"Well, that's enough for tonight," said the Once-ler suddenly after he finished telling the latest part of the story.  
_

_"What?!" Ted exclaimed. "But what happens next? Fiora met your family...you had your first kiss...then what?"  
_

_"I think you're a little young to be hearing about what happens."_

_"Why?" Ted said confused.  
_

_"Let's just say I was a young man who was very much in love..."__ the Once-ler began, smirking a bit. _

_"And?" What was the Once-ler talking about? _

_"Well...when a man and a woman love each other, they will do things like...you know..." the Once-ler had an impish twinkle in his eye.  
_

_"You mean...?" Ted asked slowly, then realized in shock and disgust. "Aw, really?! You and...Fiora?"_

_"Hey, don't judge," the Once-ler chuckled mischievously. "__It's a perfectly natural thing between two people who are in love. Besides, you're a young man...e__ventually your time will come __when you have those feelings strong enough for that girl you like..."  
_

_"Ew!" Ted moaned, his face wrinkled in revulsion. _

_He did not want to think about this old man having sex, even if the Once-ler was young at the time it happened. It was gross._

_"OK!" Ted said hurriedly. "I think I get it now. No need to tell me that part. I'm outta here. See you tomorrow."  
_

_The Once-ler chuckled to himself as he watched Ted run towards his motorbike and drive away as quickly as possible. Ah yes. How he remembered that day...he sighed as he remembered that beautiful memory...how perfect it was that day.  
_

* * *

Fiora ran off into the forest, really confused and disheartened towards Mother Tree. She touched the giant tree's roots, hearing Her comforting song. The trees joined in her chorus. She didn't like Once-ler's family at all. They were just as Once-ler had described correctly. Now she understood why he never talked about them.

Nothing made sense with humans: they did or said one thing, but then did the complete opposite. After what happened with Once-ler's family, she saw that he seemed a bit resentful having them there, yet he was loyal and they were important to him. If he loved them, then why were they so cruel? That didn't seem right. Weren't families about loving and caring about each other? Why didn't they like her? She did exactly what Once-ler told her to when they got here, but they were mean.

Perhaps the Lorax was right. Humans were complex creatures. She wondered if Once-ler was like that. He didn't seem to belong with his family. He was different from them. He was kind, quiet and happy...they were rude, noisy and cruel.

Once-ler found the forest girl, playing with her purple hair. He figured he'd find her here.

"Fiora...I'm really sorry about this..." he apologized with tenderness and sincerely.

"I...I don't understand," she said sad, playing with a lock of hair. "I thought they would like me...did I do something wrong?"

"You didn't do anything wrong, Fiora," Once-ler said gently. "They're hard to please. That's just the way they are."

"Then, why are they here, Oncie?" she said confused. "It seems you don't like having them here either."

"They're just here to help me with my company. That's all. I don't care what they think about you. Just don't worry about them. The point is, _I_ care about you, Fiora. That's all that matters."

Hearing those words from the human that she had befriended, her teacher of the human world...the young man she had grown fond of since he came.

"Really?" she said, her eyes flooding.

"Of course," he said, cupping her cheek, wiping a small tear away. "I...I love you, Fiora...very much."

The blush came to his cheeks and he sucked in his lips, nervous. He had grown to care for Fiora so much. She made him the happiest man on earth. He liked spending time with her. He loved her loving, kind nature, something he wasn't used to. No one ever cared for him as much as she did. He liked that she didn't think like other people.

Fiora heard what he said. Once-ler loved her? Really? Her heart soared above the colorful tufts of Mother Tree. Her hair became pink as ever and a smile spread across her face. Her spirits were uplifted.

"I...I love you too, Oncie," she admitted. "Very much. I can't tell you how happy I am that you came here...how you showed me things from your world. Truly, your coming here is a blessing from Mother Tree."

"It was just a coincidence," he said with a shrug, more blush on his face as he was told this. But this was quite touching. His heart melted more as the green girl told him these words. It was like poetry from days of old with true expression.

After a beat, looking at the forest sprite, he really wanted to express how much he loved her. But how to approach this? He had never done this before. He was scared himself. His heart was hammering in his chest, ready to explode.

"Could I show you another human custom?" he said with a tremor in his voice. "This may require invading personal space."

"What is it?" Fiora asked, curious of what he wished to do.

With a gulp and blushing redder than a tomato, he asked, "Do you know what a kiss is, right?"

"Of course," she said cheerfully. "I get lots of them from the humming-fish all the time."

He grimaced a little, thinking of fish lips on Fiora...but they were just little pecks from what he saw.

"Well, what does this kiss mean in the human world?" she asked.

"It has many meanings..." he explained. "A kiss on the hand is usually a sign of respect. A kiss on the cheek is used between friends...or two people who really like each other. Um...one on the lips...means you...love them."

"How interesting. Which of these kisses do you wish to show me?"

"Um...well..." he continued to dither, sweat and rub the back of his neck like a bumbling fool. "Could I...just...show you?"

She nodded, a little scared. She trembled as she gazed into Once-ler's blue eyes. The beads of sweat on his forehead. His tousled starless night hair, wanting to touch it. He leaned towards Fiora very slowly, and his nose brushed against her. He puckered his lips nervously. She looked tentatively at his lips, unsure at first...and allowed him to touch his lips on hers.

So alien and strange! Fiora had never experienced such a thing before. And from a human! The sensation of his lips were soft and so warm. She was not used to such a touch...the fishes often did this but it was only short, cold pecks. She closed her eyes and found herself enjoying Once-ler's lips. The feeling was mutual for Once-ler. Fiora's lips were silky as the Truffula foliage. He pulled away slowly and swallowed.

"H-how was that?" he faltered, lowering his head.

"Oh...could you do it again?" she replied, her hair pink. "I liked it."

He gladly obliged. It was their first kiss. They found it quite pleasing. Mostly the kiss was close mouthed...eventually becoming softer, warmer...until he dared himself to taste her: like clean fresh water! Her floral scent enveloping him: a mingle of jasmine, roses, and water lilies on a summer's day. Quite pleasing to him. Fiora felt a slithering invasion in her mouth, which she pulled away immediately. Oh! It felt like a small fish wiggling in her mouth. This touch was so unfamiliar to her.

"S-sorry!" he apologized bashfully; he was red from his ears to his speckled cheeks.

"What was that?" she said, absolutely breathless.

"It was just my tongue," he said beaming. "I didn't mean to scare you...sometimes it does that weird thing."

She giggled. After a beat, she spoke shyly, "I want to show you something, Oncie. Don't tell anyone."

She closed her eyes and Once-ler watched as Fiora's pale green skin turned a pale flesh tone, the vines and leaves faded completely and her hair was a shade of like one of the reddish-orange trees. Her ears remained the same. The silvery specks on her cheeks glittered in the sun. She opened her green eyes, staring back at him. He was amazed as he beheld Fiora in a sort-of human form. This had to be more magic. She giggled as she looked at Once-ler's face.

"You're staring," she laughed. "Isn't that rude?"

"Er...sorry," he apologized. "Wow! How come you've never done this before?"

"I saw no reason to. I think it might've had something to do with me reviving you...not sure why. I just figured I'd surprise you." She paused as she looked into Once-ler's eyes. "Would you like it if I stayed this way?"

He shook his head no. "I like you just the way you are, Fiora. Green skin and all."

There was more laughing between them as she transformed back into her old self.

"Fiora? Could I ask you...something...?" he said, blushing. "I...I know we haven't known each other for very long...but...I want to ask...if I could spend the night with you..."

"You mean sleep in your bed?" she asked. "Isn't your family here?"

"We could stay here."

"You won't be uncomfortable in my tree?"

"I was very comfortable the last time I slept here," he assured. "Mother Tree is cozy."

Fiora giggled as she heard Once-ler tell her this. "Yes she is. Do you need to get your pajamas? I do like those orange bunny ones you always wear."

Once-ler smiled to himself. Yea. Those were his favorites too. He made them himself. But upon hearing those words when he asked his request, he figured that's what she was thinking.

"That's...not really what I mean," he said slowly, a bit embarrassed.

"Then, what do you mean?" she asked confused.

How was he supposed to explain that what he wanted was to do was something very intimate without scaring her? He felt a bit guilty since the Lorax told him Fiora didn't understand human customs...especially something like this. Yet she was getting used to them a little. Some intimate moments were clumsy or embarrassing. And she hadn't run away nor gotten angry just yet.

"Well..." he began slowly, trying to think of a way to explain. "What I mean is...well, you know where baby animals come from, right?"

"Oh!" Fiora said as she understood. This is what Once-ler meant. Her hair turned a shade of pink. "You wish...to mate? Oncie...I've never done anything like that before..."

"Well, neither have I," he admitted a bit embarrassed, yet relieved she didn't laugh at him. "But I know...in my heart...I want it to be with you...but if you don't, it's OK."

Fiora lowered her head a bit. It was quite a request. To mate with a human? Yet, she thought about all her time in the forest, wondering if there were other sprites besides her. All the animals had their own kind...except her.

"Oncie," she said softly. "Do you remember when you first asked me if there was anything in the world I ever wanted?"

He hummed a bit as he remembered when they sat by the campfire, eating marshmallows and singing songs. She had told him she was content with what she had and absolutely no interest in material possessions. He wondered what changed her mind...what did she want?

"Well, you know that I love the forest and everything here. I mean it's perfect here...but, the truth is it's not. For the longest time, I've been really lonely and always wanted another here. Someone to love me...and I could love that someone back. Maybe you are the other I've always wanted."

Once-ler had never been touched by such words. Fiora only wanted someone to love. He wanted to cry when he heard this...his heart was melting.

"So...yes, Oncie," Fiora said. "I will be happy to...be yours if you will be mine."

Once-ler was so overjoyed to hear he would be with the forest sprite. The one who loved him. The one who cared about him.

"I would be...happy to be yours, Fiora," he said.

He leaned towards Fiora and kissed her softly and passionately, enveloped by the floral scent. Once-ler's hand cupped the back of her head, his thumb brushed the bumps of the vines on her cheek. Their noses brushed against their cheeks. Fiora relaxed a bit, allowing herself to taste Once-ler's lips...his mouth...her own hands went to his shoulders, then up his neck until threading her fingers through his soft hair.

When Once-ler opened his eyes again, Fiora's skin was fair...her near-human form.

"Do you still want me to stay this way...forever?" she asked. "I can if you want to."

"No," he said gently. "Just...when we do this is fine. Otherwise I still love you just the way you are, Fiora. It'd be easier...without the leaves scratching."

She chuckled with a smile, her cheeks flushed. He caressed Fiora's cheek...oh! he couldn't believe how soft it was! Like the rose petal. Softer than anything he ever felt. Her eyes looked scared yet trustful...she knew Once-ler wouldn't hurt her. He was a kind man...shy and handsome. She saw the goodness in his blue eyes.

She heard Mother Tree singing joyfully and Her colorful tufts fluttered down upon the young loving couple. She blew at a fluttering tuft that fell between them, giggling.

"Mother Tree," Fiora said. "She's giving Her blessing, Oncie."

Once-ler smiled as he felt a tuft land on his nose, twitching it to get it off, making Fiora giggle.

They shared another passionate kiss, embracing beneath Mother Tree and Her shower of fluttering tufts. Once-ler's trembling fingers reached for the straps of Fiora's dress and gently slid them toward the edge of her graceful shoulders...then, it was nothing more than a green pool. Fiora stood there completely naked in front of him, so composed with her green eyes. Once-ler's mouth dropped open when he beheld Fiora's graceful shape of soft feminine planes. Not a single flaw except for those scars on her right leg and her left arm.

"You're...more beautiful than I could imagine," Once-ler whispered in awe.

"Do you wish...to be alone?" she asked, knowing he was embarrassed to be naked.

"No," he admitted. "It's fine this time. You can look at me."

Next, he undressed, carelessly tossing his clothes on the ground. Fiora's cheeks burned as her green eyes wandered, drinking in his features: so pale and slender. Graceful. Lean muscle in all the right places.

"You're...perfect, Oncie," Fiora said softly as she beheld him. Once-ler's speckled cheeks reddened. He always felt embarrassed by his body.

Soon, the two youths began to explore each other, first with eyes and then hands. Fiora looked at Once-ler...he was scared, just as she, but full of love. They joined beneath the shade of Mother Tree...the sun bright and warm upon them. Fiora touched Once-ler's starless night hair, staring into those sky blues. Her companion. Her love. Her mate.

As they knelt on the grass, Fiora rained worshipful kisses upon his face, nuzzling his hair and forehead, smelling his essence: youthful and so clean. Then ran her hands down his back, feeling the angles of his shoulders, the curves of his ribs. His flesh was so soft and smooth! He did the same with his own hands on her flesh, her flowing hair covering most of her back, kissing her neck. She threw her head back, enjoying Once-ler's lips upon her.

Soon they lied down. He was trembling like a leaf as he climbed on top of the girl, his arms were shaking under his weight, staring into those mossy eyes...lost and entranced. Once-ler felt the scar on Fiora's leg...the first cut.

"Are you...ready?" he asked with a tremor in his voice.

Fiora sucked in her lips, wetting them nervously, touching his neck and shoulders, her hand on his cheek and stared into those sky blues, full of love and tenderness. She could only nod, trembling.

Soon, the first push came. Fiora whimpered a bit since it hurt...but Once-ler was gentle. Soon the pain was long forgotten. Neither of them had experienced the most wonderful thing in the world. Fiora and Once-ler cheek-to-cheek...the soft moans between them. Fiora heard Mother Tree sing Her blessings of their joining with utmost joy. Her children joined in joyful chorus.

While Once-ler made love to her, he could hear singing...whispering voices full of joy. Strange. He wondered...could it be? The trees! The trees were singing! It had to be Fiora's magic! He could hear them and it was the most beautiful sound he ever heard!

Soon intense passion claimed them both...and they cried out with utmost pleasure in the vastness of the forest: Fiora's fingernails dug into Once-ler's back while he gripped her tightly, burying his face into her neck, buried in the floral scent of Fiora's hair. The two of them shuddering.

In the midst of their passion, Fiora and Once-ler's minds traveled somewhere dark. They saw two shapes of a boy and a girl, chasing each other playfully...then, they danced...then embraced and their tails joined in a golden light...their souls bonded...

"Oncie," Fiora whispered softly, threading her fingers through his hair. "In the eyes of Mother Tree, we are joined upon Her blessing. I am here with you...to be with you...to be yours as you will be mine."

After their joining, the two of them laid on the grass side by side, naked, enjoying the sun's warmth and the afterglow. Fiora and Once-ler interlaced fingers, staring at each other, in silent contentment, touching noses. All was perfect in paradise.

"I love you, Oncie," she said in a silvery voice.

"I love you, Fiora," he whispered, staring adoringly at her.

They were unaware that Brett and Chet had followed him...they reported back to their mom what they had found...not of what had seen between the two lovers, but they had found...a gold mine...


	12. Greed

_Greed_

* * *

**AN: Yes. I know there's going to be a lot of F-bombs and swearing in this chapter. I'm trying to express Isabella's bitterness in her past a bit. It's a theory I had about her, but I hope it works. Many thanx! Happy reading! **

* * *

"You're sure that's what you saw?" Isabella said, looking at the twin boys.

Brett and Chet nodded, eyes wide. They told Momma everything what they had seen. They had seen Once-ler with the green girl...and they found a HUGE tree.

They felt a bit guilty telling on their brother. But if they didn't do what Momma told them, she would be mean to them. They felt it was the only way they could get her to love them. The more they obeyed their Momma, the more she would give them attention and affection.

When they first came to the forest, they saw Once-ler really loved the green girl named Fiora. But why was she normal-looking when they saw the two of them naked on the grass...frolicking as Momma put it. It made no sense...maybe...oh! The flower she gave to Momma! It was really cool! Fiora was a real sprite! Momma told them stories at bedtime about sprites: the magical beings of the forest that made things grow. They recalled in their childhood seeing Once-ler huddled outside their bedroom door, straining to hear. No. Momma wouldn't include him during bedtime stories. They didn't understand why.

Once-ler was in love with a real sprite. The twins believed him when he told them. She was really beautiful. Once-ler was finally happy. He always had been as a child, even though Momma told him that he would amount to nothing...that he was nothing but a failure. Momma always crushed Once-ler and his happiness...but he still remained optimistic. They felt sorry for him sometimes.

"Mom," said Chet. "The green girl...she really IS a sprite."

"No, she's not!" she spat. "She's just a weird, crazy girl who lives in the woods. Sprites are not real, Chet!"

"Mom...Once-ler...he really loves her," said Brett. "Maybe we should..."

"SHUT UP!" she shrieked full of venom. "Just shut up, both of you! You two are just as bad as Oncie! Now get out!"

Brett and Chet were scared, then lowering their heads. Momma was angry. They didn't understand why. They left Momma alone.

"Do you think we did the right thing, Chet?" whispered Brett frowning to his brother.

Chet shrugged. "I dunno."

Isabella was absolutely disgusted. Her son was frolicking with the green girl! That devious bitch! How dare she distract him from what's really important! Building his company...for his momma. Now that her Oncie was successful, did he think that she was going to allow her son to fall in love, have green children and live in the forest...like a damn hippie?!

When the twins told her that they had not only found Oncie with the green girl...but a giant Truffula tree with multi-colored tufts...oh! The money they would be making. Even though she thought of him as a failure, now her son's dream was coming true, they were sitting on a gold mine. Not just the forest...but this giant tree that would make Thneeds that would last almost a lifetime. A very rare type...which meant people would want it more. Isabella knew about items like that: the rarer the item, the more people wanted it, the higher the cost.

Yes. She needed to be rich. She was so tired of being poor all the time! She was all her life, starting from her childhood. She hated it! Living on welfare. Second-hand clothes, shoes and toys. Never having anything nor getting anything what she wanted. How all the girls had things, shiny and new...and they teased her for having nothing. She despised those girls who had everything.

She made a plan to NEVER be poor again: just find a rich man and marry him. Sure, she was beautiful enough to charm her way into their hearts. Being in love NEVER got anything...and why should it? Money did. Once she found a rich man, she got everything she wanted. How jealous those girls would've been if they could see her now!

But what they got her was not enough...she wanted more. Bigger. Better. That's how she wanted it. She wanted to be the envy of all.

Unfortunately, she never got married to her rich man...they only left her. All of the men she was with were rich: they gave her things...then they all left because they got tired of her for never being satisfied. She nearly bled them dry. Aside from rich men leaving, to top it off, these children ruined her life!

The first time she got pregnant, she was a teenager...with twins, which ruined her gorgeous body. Brett and Chet's daddy was very rich. He promised to support her after she told him the news...only to find out he disappeared, leaving her alone and poor again, left with nothing but two nightmares with endless crying, diapers and sleepless nights...wearing down her beauty and youth from poverty and parenthood. She moved in with her sister, Grizelda and her husband, Ubb after her recent conquest abandoned her. Ubb adored the children. Grizelda, not so much. Yet encouraged the young Isabella to indulge in herself since she deserved it.

_Don't let parenthood ruin you._ Grizelda said.

Yea. Who cared if the boys went hungry once in a while? She needed to be beautiful so she could get a man again...be rich again...

There was one man Isabella actually loved once: the twins were about four at the time when she met a handsome folk rock musician with midnight hair, blue eyes and freckles upon his youthful face. Isabella encouraged him to go bigger. He tried...really he did. He was successful in a small way by performing at local events, but it wasn't good enough for her. They argued all the time about money...until he left her, tired of her spending his money, her put-downs and nagging. The musician loved Isabella, but he couldn't deal with it anymore. It was heartbreaking to leave. But what pained him the most was leaving his son behind. No. Isabella told him that once he left, he wouldn't be allowed to see his son anymore.

Despondent, the musician looked at the sleeping boy one last time, leaving his two prized possessions with him: his grey fedora and his electric guitar. He kissed his forehead that was covered with messy black hair and whispered to him:

"Don't let anyone say you're a failure. Follow your dreams, even if everyone says otherwise."

Oncie was only five when he left. When he asked where Daddy was, Momma told him he died in a car accident.

After the musician left, he wrote a song about her: _Goldbella, _a song about his gold-digging lover. It actually made him very successful. Everyone knew who he sang about and it humiliated her. Now no man wanted her at that point now they knew who she truly was. Bastard!

Just the sight of Oncie disgusted her. She HATED that skinny little blue-eyed, black-haired boy: the one mistake she made falling in love. A permanent reminder of the love she once had and lost: no matter, his Daddy was nothing but a failure. Now she had another failure.

Oncie: how he wanted to please his Momma so much. How he was so optimistic and had dreams. How smart he was. Just like his Daddy. She did whatever she could to crush the young boy's optimistic spirit, encouraging the entire family to do so. She knew Oncie would amount to nothing...he had to realize that dreams got you nothing! Dreams were stupid. So was love. Neither of them got you money.

Yet...he never gave up. She admired his determination to please her. Oncie did have potential indeed. She needed to be rich again. If she couldn't get a rich man, then her Oncie would be her little money-maker. Forget it with Chet and Brett...they were stupid. She had no expectations with them.

When she got a call from her son that his invention had finally sold, how delighted she was to hear this! Her plan to motivate her son ACTUALLY worked! Now here was Oncie, already becoming successful and he was wasting his time with love instead of building his company. No way was he going to fail because of some girl! Because of love.

As the old saying went: Momma knows best.

She was going to get rid of this green girl. Purge whatever love Oncie had for this girl. Cut out the cancer called love. He needed to stay focused on making money...for her sake. Love got you nothing.

* * *

There was completely contentment as the lovers lay side by side on the green grass beneath Mother Tree's shade; the young man sighed as caressed forest spirit's back with just the tips of his fingers, tracing the vines. She looked so beautiful as he looked down at her.

"Hmm," he sighed. "This is indeed paradise."

Fiora smiled. Her hair was buttery yellow, looking up at her love. She caressed his body, feeling all the contours and the smooth flesh. Who knew a human man could have such wonders! Never had she experienced something like this before.

"It is," she said, kissing him. "I never knew this felt so...wonderful."

Once-ler smiled, playing with a flower in her hair. Yes. Being with his love...his first time...it was just as perfect as one could imagine. Being in love was the best feeling in the world. Once his business started up, he promised himself that he would always have time for Fiora. Maybe he'd just do a small business...sell Thneeds in a sustainable manner. A green company. Who knows? He'll start drawing up blueprints for his business.

"So, what happens now?" Fiora asked, resting on her elbows. "How does this...work?"

"Well, let's just take it slow," he said. "I'm fairly new to this as well. If we want to do this again, we should make sure one wants it too. It's only fair."

"I suppose...that makes sense," she said. "I guess...love is give and take...like nature."

Once-ler smiled. Fiora was indeed smart even though she had no knowledge of the human world and its customs.

"Do you still want to sleep in my tree, Oncie?" she asked.

"I think we should be heading back," he said. "I have a lot of work to do."

Fiora smiled. "I'm happy for you, Oncie. I'm glad your dream is coming true. You're going to be successful...and have everything you want."

"I think I already do," Once-ler admitted. "Let's head back. It's getting late."

Fiora nodded. The two lovers gathered up their clothes and dressed. They held hands and walked back to Once-ler's cottage, staring adoringly at each other. The moment of bliss was interrupted by a laugh.

"Ohoho!" laughed Uncle Ubb. "There he is! I love this guy!"

The short little man wrapped his arms around Once-ler, hanging off his neck.

"Uh...what's going on?" Once-ler said confused.

"I heard you've become a man, Once," said Uncle Ubb. "Good job!"

Once-ler flushed a deep red, embarrassed while Fiora stood there, very confused. Why would the male humans be happy for Once-ler? What did they mean when they said this?

"Go on inside," he told Fiora. "I'll be right in."

Fiora did so. She watched from the window as Once-ler talked to his family in an angry manner. She recalled him telling her this is what an 'argument' was called. She certainly didn't like this. It was really unpleasant.

"Disgusting," hissed Aunt Grizelda, shaking her head.

"So what's the plan now, Oncie?" asked Isabella with a mixture of disgust and disappointment. "Are you going to marry her? Because I do hope you used protection. I don't want to be a grandmother at my age...Lord knows to green bastard children."

"Do you have some sort of problem with Fiora, Mom?" he hissed with narrow eyes, offended. "If you do, I would LOVE to hear it."

"Honestly, Oncie. You are wasting your time with that girl! You need to focus on building your company. You won't have time for Fiona."

"It's Fiora," he corrected, his anger rising. "And I will make time for her. She's just as important as my business."

"That little slut is nothing more than a distraction, Oncie," spat Isabella full of spite. "No one is going to take you seriously as a businessman if you keep behaving like you do."

"Don't talk about her like that!" Once-ler spat with angry petulance. "I love her."

"Love doesn't make money, Oncie," Isabella said. "You know it!"

He stormed towards his cottage and slammed the door, sullen and humiliated. He flopped on the bed and buried his head in his hands, running his fingers through his dark hair. Fiora stood there with an expression of worry and confusion. Why did Once-ler look this way?

"Oncie..." she said gently. "Are...you OK? What happened?"

"It's nothing," he said, swallowing his feelings.

Fiora looked and saw his eyes were wet. His face flushed. His lips tightened. She didn't know if he was angry or sad. He threw his hands down in frustration. He looked at Fiora, his lip quivering.

"I hate them," he admitted in bitterness. Then shouted angrily, "I just hate them!"

The forest girl flinched as she heard Once-ler shout. She was scared, but listened to him with patience and concern.

"All my life...I've done nothing but disappoint them," he said his voice shaking. "They never appreciated me. All I got was putdowns...teased...always been told I would amount to nothing!"

Fiora looked at her love. She didn't know what comforting words to give to Once-ler. He was...angry? At his family. She sensed he didn't want them here...yet, he needed them to help him.

"I'm sorry," she said softly.

"It's not your fault, Fiora," he said, sniffling. "You did nothing wrong."

Fiora sat on the bed next to him and wrapped her arms around Once-ler, pressing her cheek against his. She hoped it would make him feel better. He hugged her back. Though he wished she could've given him words of comfort, her actions spoke louder. He loved Fiora. He let tears fall into her neck in silence. She stroked his hair lovingly, smelling it...feeling his slender body shake as he cried.

* * *

Soon, the two of them laid in his bed together, cuddling. He wore his bunny pajama trousers. She transformed into her pale-skinned form so she didn't scratch Once-ler with her leaves. Fiora laid her head on his chest, closing her eyes and enjoying the sound of his heartbeat. It was her favorite sound in the world. Oncie's heart...how she recalled when she brought him back to life, how cold it was...he almost died. She loved Oncie.

"I love you," she whispered.

Hours passed, Once-ler found he was unable to sleep. He scooted away from the sleeping Fiora and sat at his desk. He slowly began to draw blueprints up for his company. Soon, there was a slow, velvet-clad applause coming from the room. There he saw the green man, standing there with an arrogant smirk.

_**Bravo, Oncie! **_the green man said smoothly. _**It's official. You've become a man now.**_

"So I've been told," he said uninterested. "Seriously, who the hell are you?"

**_You like riddles, don't you, Oncie? _**the green man replied with a white smile, his cigar between his fingers.

"Uh...sure," he said with a shrug.

**_Very well. Riddle me this: I am the golden cup that never fills, the endless hunger. With my guiding hand, I build empires, pitting men against each other. What am I?  
_**

Once-ler thought hard on this riddle. He was always good with these. He repeated the riddle with silently moving lips.

"Greed?" he guessed.

The green man chuckled. **_Very good, Oncie. Yes. I am Greed-ler. A pleasure to meet you._**

Once-ler squinted a bit, looking at the man. Mostly at his face, taking in all the features. He tried to see Greed-ler's eyes, but they were obscured by the dark sunglasses.

"You kind of look like me..." he commented.

**_Oh, I take many shapes of all of people. Besides, isn't imitation is the highest form of flattery? _**

"So why are you here?" he asked crossing his arms.

_**Like I said before, Oncie. I am here to help you.** _Greed-ler smirked, tapping his cigar and dropping ashes on the floor; Once-ler frowned, annoyed that this green man made a mess. **_And I must admit you've piqued my interest._**

"Why do I interest you?"

**_I like to think of mankind as being a pet store: I might browse a while until I see one that I like. And I really like you, Oncie.  
_**

He stroked Once-ler's hair, his clawed pinky brushed only just lightly on his speckled cheek. Once-ler recoiled from his touch, uncomfortable. Was this Greed-ler trying to...?

"I'm...not like that," he said uneasy.

_**Relax, Oncie.**_ he assured him oily, stroking his cheek; his clawed fingernails scrapping._** I have no interest in pleasures of the flesh. I mean I could...with the help of my younger sister.  
**_

"I didn't know you had siblings," Once-ler said with raised eyebrows.

_**There's seven of us. And I gladly work hand-in-hand with all of them, but mostly my sisters. I'm the middle child of triplet sisters. Care for another riddle? **_

"Alright," he said with a shrug.

_**She relishes in all pleasures: mostly flesh, sometimes knowledge or power. A wicked demon that can turn true love sour. What is she?  
**_

Once-ler once again repeated the riddle with silent moving lips, thinking. "Lust," he answered.

_**Very good! You're a smart boy, Oncie. That's what I like about you. You've always been smart and you know it. **_

"Um...thanks," he said starting to warm up to the green man. He was already starting to like Greed-ler a bit.

_**Now my oldest sister would be very pleased to meet you. She is the worst of all. **__**Here's a riddle about her: With her hand, she raises man above his brethren, amplifying their deeds. Beware of her, for within man grows a poisonous seed. What is she?**__**  
**_

"Pride," Once-ler said, then frowned in annoyance, "Are you seriously going to play riddle games with me about the seven deadly sins?"

**_I could,_ **Greedler said with an amused shrug, puffing his cigar. **_And it would be very amusing, but we don't have time for that, right?_**

"So, why do you want to help me?"

Greed-ler chuckled, amused with his usual arrogant smirk. **_I see a lot of potential in you...and I really like that about you. How much you want to be the best...to be the envy of all...  
_**

Once-ler was tempted by the oily slick seductive voice...sure his words were charming, but would he really be like this? He wanted to be rich and successful, but only in a good way.

"I don't really need your help," he said. "I can do this myself."

Greed-ler tsked wickedly, shaking his head.

**_Such a shame,_ **he said pouting. _**B****ut it's inevitable. Try as you might, you can't stop me. In fact, you're just like Mommy. **_Greed-ler poked Once-ler's cute button nose with a pointed finger, leaving a scratch, showing those razor sharp teeth.

"No, I'm NOT!" he insisted, rubbing his scratched nose in annoyance.

_**Deny it as much as you want, we both know it's true. **_Greed-ler replied. **_She has the little green monster in her._ **_**I know. I've been her best friend since her childhood. Aside from the fact that my youngest sister was also her friend. Care for another riddle, Oncie?  
**_

"If you must," he sighed in exasperation.

Greed-ler chuckled. He was amused by Once-ler's annoyance.

_**Riddle me this: With emerald eyes, she hates and desires the one who has all. In her wake, she causes friendships and love to fall. What is she?  
**_  
"Envy," Once-ler said with a flat, dry tone.

_**Oh yes! Mommy hated everyone who had things she never had...and Mommy always wanted more and more, but it was never enough. **_**_I recall how many men_**_** she was with: all were rich and powerful. Until they grew bored with her almost bleeding them dry. And they all left her. Why do you think your father isn't in the picture, Oncie? **_

"Mom told me he was dead," he said surprised to be hearing this.

Another maniacal chuckle from the green devil. **_Do you honestly BELIEVE that? He left her when you were small. Daddy was dreamer: loving and kind...like you, actually. Eventually, Mommy drove him away...bleeding him dry from not just money, but his entire person. Alas, how love is always a disappointment...and a waste of time._**

"Fiora loves me," he said.

_**Really, Oncie?** _he scoffed. _**You're still playing with the little green girl? She doesn't care about your dreams. She'd rather play with you...divert your attention away from your dreams. **_

"No, she doesn't! Fiora said she was happy for me. She said she would help me."

_**Hm, then why did you give up? **_Greed-ler asked, placing a clawed forefinger to his chin as if he were thinking._**Why didn't the green girl motivate you to try harder with selling your invention? **__**Why did you abandon your plans?  
**_

"Because no one cared about it," he said.

_**And now they do, Oncie. Now they want your Thneed. Don't you want to have everything you ever wanted?**_

"Yea, I do," he admitted weakly.

_**Now that's more like it, Oncie. Now, first things first...your factory. It's much too small. Do you honestly think that you're going to make Thneeds THIS way? You'll never get the orders in fast enough. Hand-knitting is slow, therefore production is slow.**_

"Well, I want to start small. Plus, I want to be green and sustainable...for Fiora's sake."

_**Aww!** _Greed-ler simpered mockingly. **_How adorable! Always putting others before yourself. Well, haven't you done that long enough, especially with Mommy? It's time to put yourself first for once._**

"I know," he said quietly. "But I want to be fair to Fiora. But she loves me...we're equals."

_**Right,** _Greed-ler scoffed. _**She doesn't care about your dreams. She just wants you to pay attention to her...about how the best things in life are free. Well, you know there is no such thing as a free lunch. That's how stupid the little green girl is. She couldn't even offer you any advice when your family laughed at you earlier.**_

Once-ler felt himself weakening to the words of Greed-ler...yet, his love and devotion to Fiora was still strong. True, Fiora was naive and innocent...

"It's not her fault," he said.

**_Yes,_ **the green devil simpered. _**The green girl doesn't know anything, does she? I'm surprised that a girl who knows all about nature doesn't even know their laws. Doesn't she know about survival of the fittest? Every creature knows this as well. The animal that wins has to scratch and fight, claw, bite and punch...and that the animal that doesn't winds up someone's lunch. **_

"Fiora doesn't think like that," Once-ler said defensive.

_**Well, how nice to see that you love someone who is so undeterred by things like...reality. You should tell her this. After all, you took her innocence. It is said that from innocence, wickedness is often born.**_

"I'm not going to do that to her."

"Oncie?" said Fiora's sleepy voice. "Who are you talking to?"

Once-ler blushed a bit embarrassed. "No one. I'll be right there."


	13. Broken

_Broken  
_

* * *

_Present Day-Years after Day of Destruction_

_The Once-ler lay on his bed...a bare mattress with a ragged blanket and a flat pillow. He had a dream...a dream about her again. Fiora. His beautiful Fiora. The last time he saw her...how much the memory of their last time burned inside him.  
_

_The sound of her voice...the sight of her eyes...just everything about their last meeting. How much remorse he felt when he saw her the last time. He still cried...ever since the day of destruction.  
_

_Though he lived out in the middle of nowhere in the desolate wasteland, he could still hear the sound of her weeping...it still echoed...even though it was years ago. The most harrowing sound he recalled the day when he did the unthinkable..._

_Tonight Ted would be coming again to hear more of his tale...of what he had done...the most painful memory he had to tell Ted. Tonight he would finish this story. This would be the last visit. _

_Sitting up painfully, his joints ached...he could barely breathe. He gasped and coughed a few times, clutching his mouth and convulsing. When the coughing fit stopped, he waited for the dizziness to recede. Then swung his thin legs over the side of the mattress painfully, reaching into his pocket to touch the small round object there. It was the one thing she gave him...  
_

* * *

Fiora heard Once-ler talking to someone...yet, was she dreaming? She sleepily opened her eyes and saw Once-ler looking in the mirror...he was talking to someone. Strange.

She shrugged it off and waited for her love to return. He slid into bed next to her after being up all night...she nuzzled his neck, smelling his essence. Her hand splayed on his chest. He held her tightly, kissing her forehead.

By morning, Once-ler had to finish up his plans for the Thneed factory. Fiora offered to knit some, inviting him outside since it was a beautiful day. He declined politely. Fiora nodded with understanding and left him alone so he could work. She went towards the forest with a bag of Truffula tufts, knitting...it was a bit hard, but she was still trying.

"So is it true?" she heard that stern voice next to her.

She turned to find the Lorax standing there with his arms crossed and a look of disapproval and disappointment.

"Is what true?" she asked.

"You know what I'm talking about, Fiora," he said.

Fiora glared at the Lorax in defiance. "Yes. Oncie and I have mated before Mother Tree. It is done."

For the longest time, there was silence between the two spirits of the forest. The uncomfortable tension between them began to grow. Fiora's hair was a pinkish red, her feelings were a mingle of anger and embarrassment.

"What, are you going to say you're disappointed?" Fiora hissed. "That I shouldn't have? That I should be ashamed?"

"Yes. I'm disappointed..." he said frowning. "But, it was your choice. If this is who you want to be with, then you deserve to be happy. Just keep my advice in mind."

Fiora felt so angry at Lorax. And for the first time ever! Lorax was treating her like a child. Did he EVER stop telling her the same thing?!

"Like you haven't said that before!" she spat. "It seems you don't want me to be happy, Lorax!"

The Lorax flinched as his pupil lashed out at him. He was wounded a bit, but he had to be understanding.

"That's not true, Fiora," he said gently. "I want you to be happy. I'm more worried about you getting hurt."

"I KNOW!" she shrieked in angry petulance. "That's all you've EVER said!"

Lorax's eyes had beginnings of hurt in them. "Just remember: a tree falls the way it leans. Just be careful the way you lean."

Upon realizing her behavior towards her mentor, the only one she knew all her life, she lowered her head in shame. The only family she had. And she was being so mean to him. She didn't understand why she was acting this way either. Perhaps it was all that time spent with Once-ler and it had begun to rub off on her a bit.

"I'm sorry," she said remorseful. "I...I'm so frustrated and confused. Oncie...he's so...upset. He hates his family...yet I don't understand why he doesn't send them away. I didn't know what to do or tell him."

"Humans are complex creatures, Fiora," he said. "Are you sure you still want to be involved with one?"

"I've chosen my mate, Lorax. But what am I supposed to do when this happens?" she asked desperately.

She hoped to get some kind of advice from him since he was older and wiser than her.

"Just do what Mother Tree does," he said, placing a comforting fuzzy orange hand on her shoulder. "Love him. Just love him with all your heart."

* * *

Once-ler looked over his blueprints that he had finally completed...with his mother's shrill voice complaining and whining. She was like an icepick in his ear all day.

"Would you look at this?" he said with a confident smile. "It's amazing. I'm so proud of me.

_**And you should be, Oncie,** _said Greed-ler. He smiled that bright white razor sharp toothed smile, quite pleased with the new improvements made to the blueprints he made last night. _**But you should go bigger...  
**_

"But why would I want...?" he began only to be interrupted by his mother.

"Oncie," said Isabella. "We got us a little problem."

"Problem?" he questioned.

"Mm-hmm," she said with thin lips. "Y'see we're not making Thneeds fast enough."

"Harvesting the tufts takes too long!" whined Uncle Ubb as he pushed a cart full of Truffula foliage.

Once-ler looked out the window: his brothers were picking only a single tuft off the tree with his Truffula Tuft Picker and running back and forth from the tree to the cart. Isabella shook her head with disapproval.

"Well, what are we supposed to do?" he asked.

"Well..." said Isabella slyly. "This just came to me...we could always start chopping down the trees."

"What?!" he exclaimed, bolting upright...making sure he wasn't hearing what she had just said.

"Whoo!" shouted Uncle Ubb, still pushing the cart. "Now you're thinking. That would speed things up!"

Once-ler was hesitant. He made a promise...and he knew it meant everything to her. To his friends.

"But..." Once-ler protested.

"No buts, Oncie," said his mother cutting him off. "You have to do what's best for the company...and your Momma."

_**You should listen to Mommy, Oncie,** _said the oily slick voice of Greed-ler in his ear, placing his hands on Once-ler's shoulders. _**I mean, **__**look at your place! It's covered in Truffula tufts. Knitting Thneeds isn't making progress. And this Truffula Tuft Picker invention of yours. We're not meeting customer's demands. **_

_Don't do it, Oncie! _said a smaller, innocent voice. He turned to see the little boy version of himself in his oversized hand-me-down clothes. _You promised! You promised Fiora, the Lorax...your friends. _

**_Aw, how cute! _**simpered the green devil. _**The little boy is giving advice. But surely you want to get your company started immediately. **__**After all, success is a small window of opportunity before it's shut forever.**_

Once-ler was hesitant. True, Thneed production was slow...and demands were high. Yet, he made a promise. It was a promise he couldn't break...especially not in this case.

"I can't do that..." he said.

"Oncie," Isabella complained. "What harm is it to cut down a few trees? It's not like anyone is getting hurt."

"Mom, I...it's Fiora...she...I promised her I wouldn't...and..."

"You need to stop caring about what that stupid green girl wants and more about your company, Oncie!" Isabella snapped.

_**Mommy is right, Oncie. **_the green devil hissed in his ear. _**Besides, why are you so hesitant to cut down a few trees? Oh...is it because the little green girl gets hurt every time you cut down a tree?**_

"Well...yes," Once-ler said. "I saw what happened when I carved into Mother Tree."

**_Aw._**Greed-ler simpered mockingly. **_And__ the green girl _**_**can't live with a few cuts and bruises? Didn't Mommy said the same thing when you got hurt, right?**_

Once-ler recalled a painful memory as a child of when he fell off his bicycle, scrapping his knees. He ran crying to her, only for her to say: 'You can't live with a few cuts and bruises? Be a man! Stop crying!'

_Oncie, DON'T! _little Oncie said. _You owe Fiora your promise. She saved you! She loves you._

_**Please!** _the green demon scoffed haughtily. _**Mommy is the only woman who will always love you. She never gave up on you. Cruel as she was to motivate you.**_

_That's NOT TRUE! Mommy said you were a failure. She laughed at you and your dreams. Fiora truly cares about you.  
_

**_Don't listen to that little boy, Oncie. You're a businessman now. You need to think what's best for your future. You and the green girl, no future or money. You want to have money, don't you? Remember survival of the fittest? The green girl needs to know that in nature, someone is bound to get hurt. _**

"I suppose..." he said with hesitance, giving in to the twisted words of the green devil. "It couldn't hurt...to cut down a few trees."

Greed-ler chuckled maliciously, caressing Once-ler's cheek. So pleased that his little pet was listening to him. He was winning at last.

_**That's it, Oncie,** _he whispered. _**Such a good boy.**_

"You've made me so proud, Oncie! C'mere!" simpered Isabella, leaping through the window and hugged her youngest son. At last the company could finally take off. Money would be rolling in.

"HEY!" shouted Uncle Ubb. "I love this guy."

"BRETT! CHET!" she shouted. "Grab some axes...cut down some trees!"

Once-ler felt guilty. What had he done? He knew what was going to happen next. Fiora would get hurt. Yet, surely she could live with a few cuts. What was he going to say to her now?

_How could you, Oncie?! _the small boy shouted angrily with tears in his blue eyes._ You knew that promise meant EVERYTHING to her!_

_**Oh please!** _Greed-ler laughed. _**You can't always make promises you don't intend to keep. Besides, you could negotiate with her. That's the beauty of being in business: negotiation. You need to be persuasive...get your customers to buy your product. Now persuade the green girl that what you're doing is for the greater good. Besides, can't the trees be replaced? Didn't you tell her that?**_

_A promise IS a promise! _little Oncie said. _What you're doing is bad!**  
**_

Isabella figured this would be a good time to bring up the subject about the big tree that the twins had told her about. Persuade Oncie to cut this tree down.

"Son...I hear...there's a very big tree somewhere in the forest," she whispered; her eyes were slits like a snake that had found an unguarded nest filled with eggs.

"Um...who told you that?" he asked a bit uncomfortable.

"That's besides the point," Isabella said dismissive. "Just tell me if it's true or not."

"Well...yes," said Once-ler. "Why?"

"I heard that it has enough foliage to make lots of Thneeds to last a lifetime. And it's multicolored. You could make a very rare type of Thneed."

"Mom, I can't," he said earnestly. "That tree is very special to Fiora. I promised her I wouldn't touch it."

Isabella frowned. "Who cares? Think of the money we'd be making..."

_**Yes, Oncie!** _Greed-ler whispered, hanging on his shoulder, smirking lecherously with razor sharp teeth. His clawed green fingers caressed Once-ler's cheek. _**Think of all the money! Think of your vision: a world filled with Thneeds...and how this rare type of Thneed will make you rich! FILTHY RICH! Besides, if what Mommy says is correct, money does grow on trees.  
**_

_Don't you DARE break another promise to Fiora! _the innocent boy said.

_**Oh please!** _Greed-ler laughed. **_That tree-loving bitch has done nothing but hinder your progress for your Thneed business. Who cares if a few trees are dying?_**

"But Oncie..." Isabella said, trying to be persuasive.

"I said NO!" he shouted angrily, making Isabella flinch. "We are **not **touching that tree! Under no circumstances are ANY of you to go near that tree."

_**Pity.** _Greedler said with a frown. _**And here I thought you were finally becoming a man, Oncie.  
**_

Once-ler ignored him, feeling so guilty. He had to think of some ways he could persuade her that what he was doing was for the greater good...surely she would understand.

"You disappoint me, Oncie," said Isabella.

"Just...piss off, Mom," he hissed.

With a pout, she left his window, really offended that her son dared to speak to her like that.

He was already under enough pressure. His mother being a damn ice pick in his ear...and now he had broken his promise to the woman he loved. What was he going to tell Fiora?

* * *

Meanwhile in the forest, Fiora and her friends were playing. She and the Lorax sat and watched as Pipsqueak, Bill and Finn made a pyramid, saying 'ta-da', which they clapped ammused...

"OW!" she cried as she felt the pain...then she was bleeding. Two slashes had appeared on her arms. "What...?"

Then two more and another two. What was going on?! What happened? Why was she...? Oh...NO! She saw in horror that Once-ler's twin brothers were running through the forest, wielding axes and chopped down the trees in a swift motion. She heard their screams of pain and felt their heartbeats stop. What had happened? What did Once-ler do?!

"No!" Lorax exclaimed, trying to stop the menacingly crazy twin boys as they hacked down the trees. "No! No! Stop!"

But it was no use. When another tree cut down, Fiora felt a shooting pain in her leg; she cried out in pain and began to limp. Blood trailed down to her green foot, leaving a thick line to the space of her big toe. Lorax marched towards Once-ler's cottage, furiously with Fiora limping in tow. How could the man Fiora trusted and loved do this to her?!

"And where do you think YOU two are going?" Aunt Grizelda snarled, blocking Lorax with a pitchfork and Fiora with her body.

"Excuse me, sir," he said. "I need to talk to your boss."

"Oh, I'm sorry," Grizelda said, picking up Lorax by the scruff of his neck. "Mr. Once-ler isn't seeing anyone now."

"Get your paws off me!" he yelled. "He'll see me..."

"Please..." Fiora said attempting to be persuasive.

**_Close the blinds, Oncie, _**commanded Greed-ler. _**You've got work to do...**_

Once-ler reluctantly did so, blocking out the scene outside, feeling his heart ache with remorse...

"Give me a reason, shortie and green girl," she sneered, shoving Fiora roughly, causing her to land on her bad leg. She cried out in pain and fell on the grass, clutching her injured leg.

"Hey, you broke your promise!" Lorax shouted desperately towards Once-ler's cottage, only for him to shut the drape. "You're better than this! Think of Fiora! This is bad!"

"Have a nice day!" she said nastily, twirling Lorax in a circle and heaving him across the forest.

He screamed as he sailed through the forest. He landed with a couple of painful bounces.

"You too, green girl," she said, picking up the pitchfork, pointing it at Fiora's face. "Get out of here!"

"I need to speak with Oncie," she insisted, painfully getting up.

Isabella saw what was going on. She was going to get rid of the green girl once and for all. She had to be as diplomatic and persuasive as possible.

"I'm sorry, sweetheart..." Isabella said. "Oncie's busy now. You'll have to come back later."

"No! I want to see him now!" she demanded angrily, her hair became red.

"Oncie doesn't have time for you, Fiona. He has other goals to focus on. I suggest you leave."

"I need to talk to him! Please!"

Isabella saw this was going nowhere. If she wouldn't be moved by words, then she had to take action.

"Just get rid of her," whispered Isabella to Grizelda.

Once-ler moved the shade only just so he could see...Fiora was being manhandled by Aunt Grizelda towards the forest, shoving her roughly. He couldn't help but feel so guilty...

"How could you do this, Oncie?! Why are you doing this?!" she shouted painfully.

"Get out of here," she said, jabbing the pitchfork threateningly at Fiora, causing her to jump. "Go on now, shoo!"

She backed away, limping towards the forest. Fiora felt tears in her eyes. The man she loved broke his promise! Why? She didn't understand. He assured her over and over that he wouldn't. More cuts blossomed on her body as more trees were cut down.

Once-ler had broken his promise...it hurt even more than the fresh cuts on her body. The cut that was the deepest of all.

* * *

"Bad?" Once-ler said, seeing Greed-ler in the mirror.

_**You're not bad, Oncie,** _Greed-ler said assuringly. _**They just don't get it. Something good finally happens to you and those two rain on your parade.**_

He strummed his guitar strings.

"Yea...you're right," he said, agreeing with Greed-ler. "I'm the good guy here." He laughed to himself, rolling his eyes. "Yea. 'Bad'. Right!" Then, his face fell. "But...what am I going to tell Fiora? She won't be too happy about this."

_**Just tell you'll replace the trees. **_said Greed-ler. _**She'll understand. **__**Tell her your dreams are coming true. This is for the greater good. She'll believe you! She'll believe anything you say...now that you have her wrapped around your finger...**_

"I suppose...that could work."

Greed-ler smiled, so very pleased. He was already pulling his pet's strings. He had won him over...but not just yet...there were a few things Greed-ler needed to do.

* * *

By sunset, Once-ler went outside to do his laundry. The crickets chirped and the fireflies glowed in tiny yellow dots. After seeing that whole scene today, he told his family that he wanted to be alone to contemplate his thoughts. He had to think of an explanation for Fiora. This wasn't like when he carved into Mother Tree since he didn't know at the time. What he did was no excuse. He broke a promise...but, what was he supposed to do? Surely, Fiora would understand.

He found Fiora standing right there in his yard, staring at him with a look of hurt and disgust. She had six fresh cuts on her body, which were scabbed.

"How could you?" she hissed.

"Fiora..." he said gently, holding up his hands. "Take it easy...let me..."

"How _COULD_ you?!" she said louder, pounding his chest; her lip quivered and tears flooded her green eyes. "You _knew _what that promise meant to me!"

"I...look, Fiora," he began to explain. "I need to do this. This is for the greater good."

Fiora just shook her head as she heard the absurdity of his words that he spoke. This Oncie made no sense!

"What are you talking about, Oncie?" she said confused. "How is cutting down the trees for the greater good?"

"Remember I told you that humans clear trees because we have to...not because we want to. It's a necessity. If I'm going to make my dream come true, I have to cut a few trees down to speed up Thneed production."

"No, it's not necessary! You're a liar!" she spat angrily.

"Look, Fiora," he said placating. "I promise you...I'll replace the trees I cut down."

"That doesn't matter," she said bitterly. "You broke your promise!"

"But don't you want my dreams to come true? I thought you wanted me to be successful."

"I do...but not like this! You're better than this! You can do better, Oncie!"

Once-ler was offended.

"Just get the hell out of here, Fiora," he said with cold bluntness.

Fiora looked hurt. Oncie was so mean! Who was this man? This was not the Oncie she fell in love with. She limped away through the forest, holding back her tears. She collapsed on the ground not a few feet away from Once-ler's cottage, burying her face in her arm, crying.


	14. The Green Monster

_The Green Monster_

* * *

**Lots of violence, gore and swearing in this. Also, ****LOTS of angst and waterworks coming up in this chapter...and the next. Grab some tissues, readers.  
**

* * *

Once-ler watched as Fiora left, hearing her weeping...it sounded like a child. Like his own when his mother said hurtful things to him. He regretted what he had just said to her. What he had done. Greed-ler leaned against the house, looking cockily with his hands in his trouser pockets.

"You said she would understand!" he shouted angrily.

**_Well, no worries, Oncie. She'll get over it._ **Greed-ler said with a nonchalant shrug. _**If not, then she's out of our way.**_**  
**

"I broke my promise! I hurt her!" he said.

**_Yes, yes. Love hurts, Oncie, _**Greed-ler simpered mockingly with a pouted lip, patting his shoulder in false sympathy.**_ And if you can't get love from another, then love yourself. That's what my sister, Pride would say. _**

"I should apologize," he said defeated, looking in her direction.

Greed-ler shook his head with superficial pity. **_Sure. Crawl back like a pussy on your hands and knees, begging for her forgiveness. Pathetic._** Then immediately returned to his usual arrogant smile.**_ But enough about broken hearts. Shall we get started with our work? _**_**Since you are a businessman, we should change your wardrobe.**_

"Huh?" he said, confused, looking at his clothes. "W-what's wrong with what I have?"

_**You want people to believe you are the successful entrepreneur, you need to play the part. No one is going to believe you in these peasant clothes.**_Greedler plucked at Once-ler's grey vest. _**Everyone is only going to see that tomato-splattered fool with the pink scarf around his neck, playing ridiculous jingles. **_

Once-ler blushed with embarrassment and his heart panged a bit as he remembered that. That was sort of true.

_**Also...your hair! Really?! **_Greed-ler touched Once-ler's tousled hair in disgust. _**You need to groom yourself a little better. **__**You look like a country bumpkin.**_

"But...what am I supposed to do?" he asked.

_**We'll go into town tomorrow morning**__** and I'll show you what to get. **__**Besides, you have the money...you can afford it. But first, let's work on you a bit. Everything you do is so common: the way you talk, sit, stand, even when you walk.**_

"What is WRONG with the way I walk?" he answered with an offended frown.

Greed-ler laughed. _**I'm surprised you don't have two left feet, Oncie. Your walk is so clumsy and unrefined. **__**Watch me. See h**__**ow elegant and graceful it is when I do it.**_

Once-ler watched as Greed-ler strutted across the room: hips swaying with confidence with his coat tails fluttered and the gold chain clinked with each step. It was fluid and smooth.

"Yea," he said blushing.

_**Now your turn.**_

Before the young man could start walking, Greed-ler tsked as he looked at his posture. His pet was a complete disgrace. He wanted a purebred champion, not a common mutt. And he would turn him into a champion. With his clawed, green-gloved hands, he pushed Once-ler's shoulder's back, straightening him up.

_**Stand up straight, shoulders back, chest high, head up and stride. **_

Greed-ler showed Once-ler how to improve himself all night. By morning light, he had gotten it. Once-ler was pleased with himself as he heard the praising words of the green devil. He felt more confident. He didn't know why he hadn't notice this before.

Yes. He may have been a country boy in the past, but now...he was striding with confidence towards his future as the rich, successful entrepreneur.

By morning light, Once-ler took the wagon into town. The first place he went was the barber to groom his tousled black hair. Next, Greed-ler took him to a gentlemen's store and showed him what to wear. He picked out the most expensive clothes. The tailor took Once-ler's measurements and fitted him. First it started with a fine white dress shirt with a starched stiff high collar. Next were the black pinstriped trousers and the shiny polished leather shoes.

**_You should wear green, Oncie. It's your color. _**

Emerald green became the dominant color to Once-ler's attire. The tailor came out with the pinstripe coat with two gold buttons and long tails that went to his calves, which he slowly and reluctantly put on...suddenly finding it to his liking. A black-and-emerald green striped silk tie, which he knotted in a Windsor knot.

Greed-ler was relishing every moment as he saw the young man transform. So proud his little pet was giving in. When he put on those velvet opera gloves with hesitance...Once-ler found himself...liking it...feeling rich. He found green to be his favorite color! It had always been...for some reason...

Then a pair of very expensive, sparkly blue sunglasses. Just like Once-ler's eyes! After that, a gold pocket watch that he tucked neatly on his hip; the chain went from his coat to his trouser pocket.

_**And now the piece de la** **resistance...**_Greed-ler said with a razor sharp white smile, holding the tallest black top hat with a satin sash around it.

Slowly, Once-ler put it on...his ensemble was complete. Once-ler looked in the mirror, hardly recognizing himself...but he loved this new and improved him! He relished it. He looked good! New, shiny, and expensive. It felt...good! Gratifying! Satisfying!

"Check this out," Once-ler said with a cocky smirk.

With a sleight of hand, a dandelion-sized Truffula tree appeared pinched between his thumb and finger. Greed-ler clapped in delight!

**_Wonderful! That looks good! You look good, Oncie.  
_**

"It's Once-ler now," he said seriously, tucking it neatly into his lapel.

_**Ooh! **_Greed-ler simpered with an amused chuckle, delighted. _**Someone just got more assertive. I like it. **_

Once-ler was the successful businessman! Greed-ler's pet was an exact clone of himself. This part of Greed-ler's work was complete! But...he still had LOTS more to do with his pet.

Once-ler stepped out of the shop. Everyone was staring at him. Actually impressed by the sight of him! Even a few ladies swooned as he passed by. Thankfully, the sunglasses hid the blush on his speckled cheeks. He strutted with confidence down the street, showing off his new and improved self. They didn't see that tomato-covered loser with the guitar trying to sell his Thneed in the middle of the town square anymore. Now they saw him as a rock star...an entrepreneur...

And he liked it!

* * *

Once-ler had a very busy day. Aside from taking customer orders, the contractor arrived today to pick a spot to build his Thneed factory. The perfect place was on the biggest hill where it could overlook the valley.

He decided to take a break from his work and visit Fiora. He really did hurt her feelings the last time they talked. He found her sitting in the shade by the lily pond. Her hair was purple and her head was down. There were more fresh cuts; the old ones were healing into scars.

"Hey," he said smiling.

Fiora's eyes went wide when she looked at this stranger. She didn't recognize him, yet it looked a lot like...

"It's just me," he said with a smile, removing his sunglasses. "Do you like it?"

He did a graceful pirouette to show her his new attire; the coat tails fluttered and the gold chain clinked against his leg. Fiora just frowned.

"You don't like it?" he said disappointed. Then lit up, "It's green...like you."

"I liked the old Oncie better," she said sadly.

She didn't like this man. The Once-ler she loved used to wear greys and was playful, carefree, and loving. This man was prideful and selfish. He wore green...but not like her or the forest. It was the color of money and greed.

"I'm still the same Oncie," he said reassuringly. Then he held up a bouquet of roses with a smile. "I got these for you."

Fiora just looked at the roses, then shook her head sadly. "No, you're not. The Oncie I knew loved trees...made pancakes...wore pink aprons and bunny pajamas."

"I can still do those things," he said. "Besides, you knew that my dream was finally coming true, Fiora."

"And you're cutting down the trees," she said in a matter-of-fact tone. "You're killing Mother Tree's children...and you're hurting me."

"Well, like I've told you before: I have to clear away trees...aside from speeding up the process of making Thneeds, it's necessary to build my factory..."

"Factory?" she said incredulous. This was news to her. "You're building it here?!"

"Yea...I can't knit Thneeds by hand anymore. I need a machine to do that. It'll speed up the process since customer demands are high. So I have to clear a spot to place it here."

Her eyes widened with horror. Oncie was building something that didn't belong in the forest. That meant more trees would be removed. She didn't like this at all.

"No! You can't do that!" she protested.

"Well, there's no other place I can put it," he said. "I've looked everywhere for another spot without trees, but there isn't any. Believe me, it's not easy for me to do this."

"Oncie, please don't do this," she pleaded.

"But, don't you want my dreams to come true, Fiora?" Once-ler said, feeling his pride wounded. "Didn't you say that you would support me? Aren't you happy for me?"

Once-ler hoped that what he said would convince her a little bit. He had to try. He didn't want to lose his love. Fiora recalled those words she said, but she knew he was trying to trick her. This man was speaking in twisted words. The Oncie she knew would never talk like this.

"I do want you to be happy, Oncie," she said. "But I will not support you doing something like killing the trees. You know how I feel about that."

Once-ler frowned. It was official: Fiora had turned against him. She was trying to stop him from making his dreams coming true. He felt his heart break, then harden to stone. He glared at the green girl.

"I guess...this is it then," he said finally with coldness. "If you don't want to support me, then that's fine."

"What do you mean?" she said confused.

"Let me say it to you in a way you can understand," he said angry. Then added with slow emphasis, "I...don't...need...you, Fiora."

Those four cruel, heartbreaking words shattered Fiora's heart. She felt tears flooding her green eyes. Every part of her body hurt. She felt sick. She was so angry and hurt by his betrayal. How DARE he build something here in the forest and murder all of these beautiful trees!

"You're a very **BAD** person, Oncie!" she spat with fury and disgust.

_How dare she speak to me like that! _he thought angrily.

He drew back a thin arm and slapped her hard; her hair flew, she twisted and fell to the ground with a small cry of pain. She felt the harsh sting of his velvet glove and the force that went into it. She lay on the ground, feeling the throb on her cheek...she looked up at him tearfully through her hair. She didn't recognize this stranger. His blue eyes were so cold and mean, his face glared at her heartlessly.

"Who are you?" she asked, sniffling. "What happened to you, Oncie? What happened to the man...I fell in love with?"

"He's gone," he said harshly. "You're going to pay for breaking my heart, you heartless bitch!"

He threw the bouquet of roses on the ground in anger and disgust, storming away; his green coat tails swished and the chain clinked. She crumpled up into a ball, feeling so sick. The hot stream of tears trailed down her green cheeks. Fiora sobbed, her whole body shaking and aching.

So this is what Lorax meant. He had been right all along. She gave her heart to someone she really loved...only to have it broken. She was foolish to choose someone like Once-ler. She had never realized how cruel and selfish he was.

The man she loved was gone...

* * *

Once-ler returned to his cottage, so hurt by Fiora's betrayal. That bitch was going to pay. He thought of all the ways he could punish her. His heart was cold and filled with hate, greed, and vengeance.

_**I know how you can teach that green bitch a lesson, Oncie,** _said Greed-ler, smirking. _**You know of what I speak of...**_

Yes. Greed-ler was right. She destroyed whatever love he had for her...now he would destroy something she loved. He knocked on the RV door. Isabella opened it.

"Hey there, my successful son!" she crooned. "What is it?"

"Mom," he said. "You know that tree I told you that we shouldn't touch?"

She and Greed-ler smiled, so pleased.

Once-ler led his family to the center of the forest and he showed them Mother Tree. They stared at it in awe and amazement. It was HUGE!

_**Just look at it, Oncie. How magnificent! How much money we'll make...** _Greed-ler said, his face lit up with sadistic, greedy delight as he beheld this giant tree, rubbing his clawed green-gloved hands together.

"How are we going to take this tree down?" Isabella said, looking it over.

"I think I know a way," Once-ler said, coming up with an idea for an invention, the gears in his mind grinding.

* * *

Fiora lay in Mother Tree for a long time, depressed. Though the man she loved had broken her heart, there was a small part of her that hoped he wouldn't cut down Mother Tree. She heard Mother Tree's words of comfort, assuring her to keep loving him...to forgive him...

Yet how can one forgive someone who broke a promise and her heart?

Fiora watched as his family hacked down trees, her body became riddled with slashes from the axes. She heard the Truffula trees scream in terror and pain as they were cut down. She tried her best to help Lorax stop Once-ler and his awful family from cutting down more trees...yet there were days her body hurt so much from all the pain that she could barely walk...yet she couldn't give up. She had to do it...for the sake of Mother Tree and Her children...for the animals...for the forest.

Eventually, the Truffula forest was no longer joyful and happy...it was filled with sorrow and pain. Mother Tree was saddened as she watched as Her children were murdered. Her song became so mournful and Her children joined in Her chorus, weeping as more of their brothers and sisters were lost.

Yet Mother Tree still remained loving, forgiving and hopeful...

Eventually, cutting down trees manually wasn't enough. Once-ler decided that he needed to speed up the Thneed production and clear more land so he could make his factory bigger. He brought in a super-axe-hacker: an orange-yellow metal beast with multiple axes that rotated on a long arm that invaded the forest like a pestilence, chasing the protesting Lorax, Fiora and the forest dwellers through the woods. Their blades glinted wickedly in the sun as they sliced smoothly through the tree trunks with rapid ease, cutting down up to five trees at a time! Wherever these monsters went, it left a trail of stumps and ruin in its path, clearing a whole area within minutes and the trees died instantly! Then, there were beasts that collected the fallen trees that sucked them up in a loud, high-pitched whirr and the tufts were spat into a small cart behind it. The trunks of the trees...who knew where it went.

Soon, the whole hill was cleared to build the Thneed factory. It was an abomination amongst the forest: a metal mountain of yellow glowing lights that was noisy and ugly.

Fiora's magic began to fade, her body became more and more scarred as more trees were cut down. She became weak...she couldn't handle the pain at times...but she didn't give up. No. Lorax...the animals...the trees...they needed her.

She would see Once-ler once in a while: the man she loved, driving the super-axe-hackers with a psychopathic gleam in his face as he cut down more trees. She didn't recognize him anymore. All she saw was a man in a green pin-striped jacket with twin tails trailing down, velvet gloves, black dress pants, shiny dress shoes, a gold chain hanging from his pocket with a top hat. What disturbed her more was his eyes...they no longer glittered with love. They were shielded by his sparkly sunglasses, hiding his blue eyes that were crazed, hard like metal...filled with hunger for power, money...

So this was the green monster she had seen in her dreams...long ago...and she fell in love with him!

* * *

One morning, Fiora heard a dreadfully loud roaring in her ears, waking her up. She felt Mother Tree trembling with fear. She scrambled towards the hole and saw the orange-yellow beast, but instead of axes, this one had a metal arm with angry teeth that rotated on a long oval.

She descended quickly and threw herself in front of Mother Tree, fiercely protecting Her. Fiora's eyes widened with shock as she saw it was Once-ler driving the beast.

"ONCIE!" she shrieked in alarm. "WHAT ARE YOU DOING?!"

Once-ler saw the girl in his way. He shut off the machine in hopes he could reason with Fiora. He didn't want to get her with the chainsaw.

"Stand aside, Fiora," he said calmly.

"You promised, Oncie! You promised you'd never hurt Mother Tree!"

She would do anything to protect her precious tree. She was weak already. Once-ler wouldn't stop killing Mother Tree's children...but to kill Her! No! She couldn't let him do that. It was bad enough that he carved into Her flesh. But to ACTUALLY kill Mother Tree! Was he really so monstrous to even think of doing this?

She fell to her knees, grasping Once-ler's coat and stared at him tearfully, pleading desperately. He looked down at the sprite; she had changed since he last saw her. Aside from more scars and fresh cuts, her eyes were sunken and filled with pain. Her green skin was a sickly pallid color. She had gotten a bit thinner and her hair was lank. The flowers in her hair and the leaves on her vines were wilted. The specks on her cheeks were starting to fade.

"Please...you can cut down any of the trees," she said sobbing, her body shaking; her nose was running with snot and her lip was quivering. "I'm sorry if I hurt you, Oncie! I'm willing to forgive you! I'm willing deal with the pain. Just please...leave Mother Tree alone. Don't do this!"

_**Aww! What a little masochist the green girl is. **_Greed-ler laughed maliciously. _**How she's so willing to deal with the pain of the other trees...except this one. **_

Once again, Once-ler saw his innocent self...

_This is Fiora's tree! You promised her! She loves you...don't do this!_ the little boy side of him pleaded.

"Please...Oncie," Fiora implored. "Don't hurt Mother Tree! I beg you! Please!"

**_What a load of shit!_** laughed Greed-ler. _**Cut it down! Think of all the money! Besides, who cares if another tree dies? How bad could this possibly be?**_

_DON'T, ONCIE! _the boy pleaded. _Don't do it, Oncie! You've hurt her enough...  
_  
_**Shut up, little boy! The green girl broke your heart, Once-ler...she deserves to be punished. ** _

Once-ler looked down at his former love...this bitch who betrayed him. Neither her tears nor her pleas moved him at all. She looked pathetic, kneeling at his feet like a submissive dog.

"Get her out of the way," Once-ler ordered his family in an icy dead voice. His face showed no remorse.

"NO! Please!" she screamed, pleading; his two brothers pulled her away. "Don't! Oncie! NO! PLEASE! NOOO!"

Aunt Grizelda restrained the girl and she watched in horror at this sight. Without even a glance back at the pleading, screaming sprite, Once-ler climbed into the orange-yellow beast with rotating teeth. An angry loud roar came from the machine starting up. There was a pull of the lever and the arm moved towards Mother Tree; the teeth cut right through Her wooden flesh smoothly in a loud high-pitched whine. Golden saw dust sprayed in fireworks.

It was a horrible sight! Fiora felt everything from the dreadful rotating toothed weapon: the vibrations, the pain...the noise of it roared loudly in her ears...she heard Mother Tree's screams of agony. Soon a long cut blossomed across her body from her shoulder to her hip.

Soon a sickening, wood-splitting crack...Mother Tree tipped over, descending fast: Her colorful tufts blew towards the sky, raining down like feathers...the swomee-swans flew out of the tree with terrified quacks and the bar-ba-loots fled for their lives. Mother Tree struck the ground in a horrific, earth-shuddering crash. Other trees were crushed beneath the massive fallen tree.

Fiora had a look of unbelievable shock, paralyzed by what she had just witnessed: her face ashen and her eyes wide. Her throat tightened, her stomach felt sick. The pain was unbelievably overwhelming. She watched as Once-ler's awful family tied ropes around Mother Tree, attaching Her to one of the orange beasts and was dragged away in a final act of degradation by the Green Monster.

Mother Tree was...gone! There was no emotion she could express by this brutal act she had seen. It was the ultimate betrayal...the deepest cut of all that hurt the most. And not from the gruesome wound on her body, but in her heart...all done by the man she loved!

Approaching the stump, she ran her clawed hands through her lank hair...then Fiora let out the most blood-curdling, soul-crushing scream of agony and horror. She collapsed to her knees, she buried her face in her hands and sobbed so hard, folding over on the tree stump. She rocked back and forth as she continued to weep and wail, overwhelmed with grief. Her tears mingled with blood, snot, and drool...her body convulsed so hard with each sob.

Everything that Fiora had once held dear to her was gone. Her sanity was barely hanging by a thread. Her soul and heart were completely crushed. She saw no hope anymore. No point stopping Once-ler. He was a monster now.


	15. Biggering

_Biggering_

The scene that had occurred in the Truffula forest couldn't be described with words. Never had the forest been so silent. Not only was this a cherished tree of the Lorax's pupil, but it was once a home to him and all the creatures of the forest. And it was decimated by someone who they believed was a friend.

The Lorax and the animals approached Fiora who was kneeling on Mother Tree's stump. They looked at the devastated sprite, filled with hurt and betrayal. Then at the stump, unable to believe their home was gone. The Lorax had tears in his green eyes. This man had betrayed them...forsaking his promise...his friends...his love.

"Hey, kid," he said gently but with sadness. He touched Fiora's scarred arm.

The forest girl was unable to look at her mentor. She lowered her head in shame, regretting that she didn't listen to his warnings about falling in love with a human. A frown deepened as she sucked in her lips and more tears streamed down her pallid green cheeks, trembling. Her lank hair was purple.

"You were right," she admitted. "I can't believe...I shouldn't have trusted him. I was so stupid."

Though he knew what he said was correct, he could tell she truly loved Once-ler...even more than Mother Tree. She gave this man her heart only to have it crushed by his cruel green-gloved hand.

"It wasn't all your fault," Lorax said. "We had no idea he would do this. None of us did."

"No," said Fiora filled with bitter regret. "I should've listened to you. And I'm really sorry, Lorax. I wish I never fell in love with him."

The animals came towards Fiora. They wanted to comfort Fiora for her loss.

"Please..." she said in a broken voice. "Just leave me to my grief."

"Alright, kid," said the Lorax. "We'll leave you alone."

They were about to leave the grief-stricken sprite...

"Just one thing," she said finally, making them stop in their tracks. "Please...do what you must to stop him...before it's too late..."

The Lorax looked sad. "I'll do my best," he said. "But I'm can't promise you anything."

She lied down on Mother Tree's stump and curled up, caressing the smooth wood. Her whole person was broken. The tree that she first planted was destroyed by the man she once loved. She wept for days. She heard the trees' sorrowful weeping; their mournful song for the loss of their mother.

* * *

Greed-ler clapped his gloved clawed hands after Once-ler had cut down Mother Tree, laughing maliciously when he saw Fiora crying as her precious tree was destroyed...then dragged away through the muck and the mud. Yup. This was the perfect punishment for that green bitch.

_**Bravo, Once-ler!** _Greed-ler said, very impressed. _**I couldn't have done better myself.**_

"SHUT UP!" he yelled upset. "Just shut the hell up! I didn't want to do this! You made me do it!"

_**Please, Once-ler.** _Greed-ler scoffed arrogantly. _**You know what they say: you point one finger, you get more pointing right back at you.**_

_You should be ashamed of yourself, Oncie!_ the little boy said disgusted with tears in his eyes. _You ought to be locked in a hoosegow because what you did and what you're doing are completely un-good._

_**Yeah? But if you didn't do this, then someone else WOULD! ****Progress is progress, and it must grow! Now this Thneed you will make is going to make you VERY rich, dear Once-ler.**_

_I hope you're happy, Oncie! _the little boy scolded._ You're going to get your comeuppance!_

_**Bye, little boy! Once-ler is no longer going to listen to you now. Let's face it. I've won.**_

Yes! Greed-ler had won! His little pet was under his full control now...as soon as he cut down that tree, it was official. Now Once-ler would obey whatever he said. It wasn't over...not just yet. Greed-ler intended to guide his pet and make him rise to power...make his empire grow. He was already on a roll.

The Lorax appeared at Once-ler's office just after the destruction of Mother Tree. He had just seen how devastated the forest girl was when her cherished tree was horribly annihilated by someone she loved and trusted.

The Lorax was full of anger and disgust at what Beanpole had done. This was worse than when he cut down the first tree: he did this on purpose. Breaking his promise was bad enough, but to maliciously cut down Fiora's precious tree and forcing her witness the whole ordeal was despicable. Beanpole had traumatized Fiora to her breaking point. He had gone too far!

"How could you?" Lorax said shaking his head.

"I don't know what you're talking about, Mustache," Once-ler said coolly, crossing his gloved arms.

"Don't play dumb, Beanpole. You _know_ what I'm talking about. You have some nerve doing that. Are you really that heartless? That tree was very sacred to her."

"It doesn't matter."

"Yes it does!" the Lorax shouted. "You broke your promise! Fiora is suffering enough. First you break her heart and now you destroy the one precious thing she had left. What could she have possibly done to deserve that?"

"She betrayed me," he replied coldly.

"I'd say you're the traitor, Beanpole," the Lorax said with a glare. "Do you have any idea what you've done to her?"

"Just get out!" he hissed.

Lorax glared at the young man, filled with disappointment. "What happened to you, Beanpole? Fiora loved you...she cared about you. And you turned your back on her...on all of us. I thought we were your friends."

"I don't need her. And I don't need any of you. Now if you'll excuse me, I have a business to run. Get out NOW!" Once-ler said brusquely, gesturing to the door.

"Fine. I'll leave," said the Lorax. "But, I will uphold my word about what I told you what I'd do if you hurt her. Unlike you, I do keep my promises...especially for Fiora's sake."

"Good," spat Once-ler filled with venom. "You take care of what's yours and as for me, I'll take care of what's mine."

Lorax shook his head sadly as he left. He had never expected this carefree young man he thought was a friend to the forest to become so selfish. The man who used to keep his promises. All he could do now was try to show the young entrepreneur what he was doing to the forest. Hope it would convince him that what he was doing was bad.

After all, he spoke for the trees...and they needed him more than ever. Especially the green girl. He had seen the carving in her arm that Beanpole had done. She assured Lorax that Once-ler promised never to do it again. Now that her precious tree was destroyed before her eyes, it left her completely demoralized.

* * *

Eventually as more trees were cut down...she hardly felt the pain anymore. After what happened to Mother Tree, nothing seemed to matter anymore. She lied there, singing Mother Tree's lullaby in a voice weak and despair-ridden, sobbing occasionally.

Fiora continued to hear the metallic slashing of the axes and the roar of the motor from the super-axe-hacker...the sound of trees falling...wood splitting...it was all in a blur...

The abomination on the hill became bigger...and bigger...it seemed to get bigger as time passed...the bigger it got, the less trees there were. She could see that the Truffula trees' foliage became limp and sickly pale...they were inconsolable from the loss of their mother.

Eventually there was no more singing from the trees. Only their screams and begging...sobbing...dying...

Mother Tree's lullaby still being sung by their lady...

* * *

Indeed! Once Mother Tree had been cut down, Thneed production soared through the roof and the money was rolling in when customers heard about this very rare type of Thneed. Though Thneeds were only 3.98 per unit, Once-ler made this one a limited edition, making it very expensive. Once-ler called this one Mother Thneed: the MOTHER of ALL Thneeds, the rarest, most colorful and expensive. It was even softer that the regular Thneeds. And everyone wanted it! It flew off the shelf almost immediately once it hit the stores.

Once-ler's empire kept biggering...and biggering...all thanks to Mother Tree. With Greed-ler's guiding hand, Once-ler rose to power. The company, the factory, the corporate sign, billboards kept biggering...biggering...everything just got bigger...better. The money was rolling in more and more...but it wasn't enough. No, not for Once-ler. Everything had to keep on biggering...he wanted more and more!

While Once-ler was sitting in his office, looking through paperwork, he heard pounding on the door. Getting up, he opened it to find the orange guardian had showed up _again_.

"What do you want?" Once-ler said with a scowl.

"We need to talk," said the Lorax.

"Well, talk...and quickly !" he snapped irritated. "I'm busy."

"Can't you see what you're doing, Beanpole?" the Lorax said.

He showed him the woodland animals, flanking behind him. They looked miserable, clutching their stomachs, especially the bar-ba-loots, who had crummies in their tummies.

"Everyone is starving," he said. "There's not enough Truffula fruits to go around. You really need to stop this."

Once-ler looked at the creatures, feeling slightly sad at the sight of them...

_**Just get rid of him, **_Greed-ler whispered. _**Tell him what I've said about business and it must grow.**_

"Well, business is business," Once-ler replied dismissively. "And business must grow. Besides, how bad could it possibly be?"

"Y'wanna know?" said the Lorax, gesturing towards the giant window. "Look and see for yourself!"

Just as Once-ler was about to look...Greed-ler stopped him with his clawed hand, placing it on his shoulder.

_**Now why would you want to do that, Once-ler?** _ Greed-ler replied silkily. **_It's not that bad. Let's continue our work, shall we? After all, we have an empire to run.  
_**

"No more tree talk," said Once-ler. "I have work to do."

"Why don't you go visit Fiora while you're at it?"

He glared at Lorax. "I don't ever want to hear you mention her name again. Now get out!"

Lorax watched as the animals suffer as more trees were removed. Roads were built through the Truffula valley: north, south, east, west. All leading to the monstrous Thneed factory. Everyone needed a Thneed at all corners of the globe.

The factory blew smogulous smoke in the blue sky, turning it a purple color...and schloppity schlopp and gluppity glup was spewed into the rivers in order to dispose of the toxic byproduct made by the Thneed factory. It blackened the once clean rivers.

Lorax visited Fiora when he could. The forest sprite still lying there on Mother Tree's stump. She hadn't moved. Though she wanted to be left to her grief, it didn't stop him from visiting her. Each time he visited her, she looked worse as each day passed. It saddened him to see her in such a state. He comforted her as best he could, encouraging her to not give up. She just remained silent, only looking up at her mentor with sunken eyes. He wondered if she would ever get up.

He marched back to Once-ler's office. He was not going to give up until Beanpole saw what he was doing. He could only hope it wouldn't be too late.

Once-ler sat by his window at his huge desk, flinging his sunglasses on the desk along with his opera gloves, tossing them on the desk to air out his hands. He had just gotten back from a public appearance with his fans. He liked the attention, cameras flashing and screaming fans begging for autographs.

"I guess the old saying is true," said Once-ler to himself. "Money DOES grow on trees."

_**Indeed!** _said Greed-ler with a chuckle.

While counting his money, there was another knock on the door. He groaned in irritation. Who the hell was bothering him THIS time?! He specifically told his staff he didn't want to be bothered. He got up to open the door and there was none other...

"Beanpole," Lorax said.

"What?!" he said with another annoyed glare.

"Look!" he said, gesturing to the sick animals who were gathered around him once again; they were sicker than before. "Look at what your factory is doing! The smogulous smoke and schloppity schlopp is making the animals sick. The swomee-swans are losing their feathers. They can't fly. And the fish can't breathe. The schloppity schlopp is stuck in their gills."

_**So what?** _Greed-ler replied. _**Tell him what I've told you before: that it's never going to stop. You're just doing what comes naturally: building the economy. Principles in business. People with the money make this world go round.**_

"Well, complain all you want, Mustache," he said. "It's never going to stop. Besides, I'm building the economy. How bad could it possibly be?"

"It's VERY bad. It's worse than you think, Beanpole." Lorax paused for a moment and sighed. "Y'know, Fiora's suffering as well..."

"I told you to **NEVER** mention that name in my presence!" Once-ler growled.

"Why?" asked Lorax, knowing he hit a sore spot on the hardened Once-ler. "Does it makes you uncomfortable to know that? That the more trees you cut down, the more you're hurting her?"

"Just get the hell out! I'm busy!" he yelled angrily, slamming the door in Lorax's face.

Once-ler flopped in his office chair and let out an exasperated sighed, rubbing his temples. He was stressed enough. It was demanding and exhausting biggering his empire. Yet Greed-ler continued to guide him.

He could still hear her screams as she pleaded not to cut down Mother Tree. He even had nightmares about the event...but he just pushed them back. Business was all that mattered now.

And oh did his business continued to grow! And he wanted it that way! He liked it! The fame! The fortune! But it still wasn't enough. He wanted more! And more! The money multiplying...all the customers buying...the PR people lying...the lawyers denying...

_**Yea...who cares if a few trees are dying?!**_

**OH THIS IS ALL SO GRATIFYING!**

**_HOW BAD...  
_**

**_HOW BAD CAN THIS POSSIBLY BE?_**

* * *

**an: figured I'd give the Lorax more screen time. It will be edited.**


	16. Fallen

_Fallen_

Fiora blinked her eyes, still lying in the spot where she had been, looking at the forest she once remembered. It was nothing more than an ugly wasteland, filled with gloom and doom: tree stumps, the sky was purple and dark with smog, the sun barely shined anymore, the grass was replaced by rocks and dirt...everything was dead. She felt the taint of the pollution in the air, earth and water, and the pain of all the trees that died.

She was sick. Weak. Fiora watched as all of the Truffula trees were murdered as time passed...how much had passed, she didn't know...it all went by so fast...but she was too broken to notice anymore.

The sounds that replaced the once peaceful of the Truffula forest. The hum and the metallic clinking and slashing of the super-axe-hackers as they continued to cut down trees. On the hill was the ugliest abomination: the monstrous Thneed factory that hissed and droned noisily with metallic gears grinding with metal teeth, the rickety rattling noises of the carts as the tufts of the Truffula trees were pulled along the railways towards the factory, swallowed up in the open glowing yellow mouths, only to be spit out in a cardboard box. Tall metal mouths blew grey toxic clouds in the sky on top and more mouths spewed black slick schloppity schlopp into the once clean rivers.

All the animals were suffering and sick: the humming-fish covered in schloppity schlop coughing, the swomee-swans' feathers had fallen off, and the bar-ba-loots were starving with the crummies. They visited Fiora in despair, but she just laid there...completely broken. They watched in sadness as the once beautiful forest sprite began to waste away.

Lorax tried to stop Once-ler, but it was useless. He didn't care what was going on; Once-ler wasn't the loving, caring man anymore. He was replaced by a wicked creature: a green monster with a heart of metal. He was corrupted, filled with pride, greed, and selfishness, caring only for himself and money, nothing else.

Fiora wondered what happened to Oncie: what happened to the man who used to make pancakes, played guitar by the fire, sat by the lily pond and look up at the clouds? The man who loved and appreciated nature? The man who loved her?

She lay on the spot where Mother Tree once stood, unable to move from the pain...feeling all the cuts from the axes as the trees were sliced down, but the pain seemed to stop once Mother Tree was gone. She looked at the carving where he put their names. The name of the man she once loved whose eyes were soft and loving. They weren't that way anymore when she last saw him. They were cold, filled with avarice, arrogance, a madness for money...

Soon, she heard his voice echoing in the distance in anger...

"Nothing is going to stop me!"

There was was just one tree left. Fiora heard it crying and scream in terror, begging for its life...only to be silenced by the sickening thwack of the axe...and the crash as it fell. Fiora felt its heartbeat stop completely...the last slash on her flesh...she didn't even feel it at all...she was overwhelmed with agony.

That was it. The last Truffula tree...it was dead. Mother Tree and all Her children were gone. Fiora's magic was nearly gone. The scars from all the trees' pain covered her body. She had heard Lorax tell her she shouldn't give up. Now was the time...to find out why he had done this. To look into the eyes of the man she once loved...just one last time...know if there was any goodness left...if the loving man was still there...or was he still that monster?

Though weak, she slowly began to drag herself towards the abomination where Once-ler lived...

* * *

It had been over five years since the Once-ler's rise of his Thneed empire, thanks to the guiding hand of Greed-ler. He was one of the most successful entrepreneur in the world...and only at twenty-three! Everything got bigger...better...

Yes. Everybody needed a Thneed! All the customers were buying! And the money kept multiplying! He was sitting right smack in the lap of luxury. Just as he wanted for the longest time! He loved this!

Once-ler's home was a massive mansion that was connected to his factory. Everything in it was expensive and beautiful, glittering with gold and jewels, lined with red and gold carpets, emerald green walls with paintings of Truffula trees. A giant painting of him from a magazine that said TOO BIG TO FAIL. THE ONCE-LER: PRESIDENT, THNEEDS INC. Above the portrait hung was THNEEDS SOLD number counter, which clicked in the silence of his vast home. He had servants: butlers and maids. Body guards. Chauffeurs. Even his own family served as his personal servants: his mother as secretary and accountant. His brothers and Uncle Ubb were butlers. Aunt Grizelda was head of security (hehe! He knew she was willing to fight anyone to keep screaming raving fans away from her nephew).

Yes, he was doing excellent. Everything in his life was perfect. He had forgotten about Fiora. He hadn't seen her since he cut down Mother Tree. No matter, he had everything he wanted now. Who knew how his life would've turned out with her? Who needed love? Who cared if a few trees were dying?

_How bad could it possibly be?_ He kept telling himself.

He heard no complaints...sure, from some smart-ass environmental lawyers about lawsuits, which he paid off to shut up those discontent assholes! He didn't give a shit. Screw them! Who cared? He had the money...and more would be coming in.

Once-ler swaggered arrogantly towards his office: double doors with red silk with his name plate in gold right in the middle that were opened by Brett and Chet. Then he sat in his round office of white marble and giant windows decorated with red velvet curtains. The walls had green wallpaper. His desk was white and green covered in papers and phones of all shapes and sizes. Behind it was a massive red velvet chair, and a red and gold carpet in the center under his desk.

He sat down at his desk, looking at the model of the new town that was to be built: Thneedville. He rubbed his hands together, excited. The construction of the new town would begin in a few weeks.

"So, how are things?" said a voice that came towards the balcony.

There was that damn orange fuzzy guardian of the forest sitting on the railing, looking out at the destroyed forest sadly. All these years he kept trying to tell him what he was doing was bad...how it was affecting everything and garbage...who the HELL cared if a few trees were dying? No matter how many times he told him to leave, he just wouldn't go away.

"What are you doing here?!" Once-ler demanded petulantly.

"Happy yet?" said Lorax, turning towards Once-ler. "Have you filled that hole deep inside you...or do you still need more?"

"Look, if you've got a problem with what I'm doing, why haven't you used," Once-ler said using quotation marks with his fingers, "your quote-unquote_ powers_ to stop me?"

"I told you..." Lorax said; obviously Beanpole didn't get it. "That's not how it works."

"Right," he said with cruel sarcasm and an eye roll "I forgot. You're a fraud."

"Was it really worth it...breaking Fiora's heart?" Lorax said sadly.

Fiora...if only Beanpole could see her now...what had happened to her. Just thinking about her and the state she was in was enough to make Lorax weep.

Once-ler felt a pang in his chest...just hearing her name again and after for so long. It immediately disappeared when he recalled the memory of HER betrayal. Someone he wished to forget, someone he had buried deep inside the dark void.

"She was holding me back," Once-ler replied coldly. Then pointed with a long green gloved finger towards the stairs. "I need you to get out...NOW!"

"Why?" asked the Lorax with a raised fuzzy eyebrow and a shrug. "Do I make you uncomfortable? Remind you of the promises you made? The man you _used_ to be?"

"Get _out_!" he hissed low with venom. He turned towards his desk with a swish from his coat tails and the gold chain clinked so he could call security.

"You know, Fiora really loved you..." Lorax said sadly. "More than the forest, the animals...even more than her tree you cut down."

Once-ler stopped dead in his tracks at the last sentence. He turned to face the guardian. The twinge was stronger in his heart. Did Lorax see that tiny gleam of...guilt?

"What's the matter?" asked the Lorax. "Got nothing to say? Feeling guilty that..."

That was it! Once-ler was pissed off. He had enough with this! All these years he had yapped saying what he was doing was bad.

"You know what? You can just _shut _your mustache!" Once-ler said angrily cutting him off. Then, his voice got louder and faster as he got angrier, "My conscience is clear. I have done nothing illegal. I have my rights..."

Once-ler chased Lorax down the steps, forcing him to retreat backwards, waving his arms in madness to emphasize his point.

"And I intend to keep on biggering and **BIGGERING** and turning more Truffula trees into Thneeds..."

Lorax slipped down the last step, then stared at the young man who had gone crazy with greed as he got into into Lorax's face with bared teeth, in a voice of a spoiled child, Once-ler finally snarled:

"And **NOTHING** is going to stop me!"

Those words echoed over the vastness of the empty valley...and in that very moment he spoke those words, he heard the roar of the motor of the super-axe-hacker...a sickening slash and glint of metal and crack of wood...Once-ler turned and saw the last Truffula tree fall with an echoing crash...

"Well, that's it," said the Lorax, grimly. "The very last one. That might stop you."

Once-ler's hardened face blanched and fell in horror like he had woken up from a nightmare. It was real! He beheld the desolate ruin that lay before him: the sky was a dark purplish grey, the sun was gloomily shining, a mass graveyard of tree stumps stretched as far as the eye could see, the valley was no longer green and prosperous. Everything was gone. And it was all his fault!

_What have I done? _his mind screamed.

* * *

Thneed production stopped completely as soon as the last Truffula tree was cut down. His business failed...everyone had lost their jobs...the lawyers had to be paid off from all the lawsuits...he lost all his money. The factory was shut down. Employees were let go. His family packed up their belongings and climbed into the RV. Isabella stopped just one last time to have the last word.

"Son," said Isabella, not even looking at him. "You have let me down."

He lowered his head. Once again, he had disappointed her...and for the last time. Then, she turned to Brett to declare him her favorite before taking off, the dust kicked up in his face, abandoning him forever.

Once-ler looked at his worthless factory and the land as it lay in ruin. He lost everything: his money, his business, and now his family. He had nothing! What would be next? He felt sick.

Soon, Lorax and the massive crowd of animals gathered around him, looking at him grimly.

"Look, I don't want any more trouble," he said uneasy, holding up his hands.

"And you won't get any," said Lorax simply. "Not from them."

Then turned towards the animals. With a nod, they began to walk away, heads hung...saddened...

"Thanks to you and your hacking, smogging and schlopping and glupping," Lorax explained. "They can't live here any more."

With a beat, Once-ler and Lorax watched the animals leave; baby bar-ba-loots hung on the backs of their parents, the fish held fins, and the swomee-swans.

"So I'm sending them off," the Lorax continued. "Hopefully they'll be able to find a better place out there somewhere."

Once-ler saw a familiar shape of a mule amongst the crowd of departing animals.

"Melvin?" he exclaimed incredulous.

With just a nicker, the mule just took one look at his former friend, only to turn away in disgust and disappointment.

"Melvin!" he called, holding his hand up, desperately calling him back.

Melvin just followed the rest of the animals, ignoring his owner. His only friend was leaving him! He had forgotten about him! How could he?! Once-ler felt tears pricking his eyes.

"Hey, Pipsqueak," he said to the small bar-ba-loot.

Pipsqueak looked at Once-ler with big sad eyes...for a moment. Once-ler held out a marshmallow, only to receive a headshake of disappointment and proceeded with the exodus. All his friends...friends who ACTUALLY appreciated him were leaving him.

Lowering his head in shame, Once-ler removed his biggered top hat. He watched as Lorax was placing some stones a few feet away from him in a neat pile. Then, Once-ler's eyes wandered amongst the tree stumps and saw one stump surrounded by stones...the place where he first met...

Her.

He looked amongst the crowd of departing animals...the one he had forgotten ever since the rise of his Thneed empire. The one who he hurt the most. He remembered the last time he saw her was when he cut down Mother Tree. The last time they talked, how mean he was to her. Not even that...cruel was more like it. He recalled her angry words when she first met him...she was correct, he was nothing but a monster!

Surely she hadn't left already. He had to go look for her at least...make sure she was alright. He looked at Lorax, worried and desperate.

"Where's Fiora?" he asked...

...only in that moment when he spoke, there was a small tug on his pant leg. He turned and to his shock and horror, there at his feet was a hideous, heavily scarred wretch, sick and dying. Its body was pale and thin, its hair was completely gone except for a few colorless, lank strands. Slowly, the creature looked up at Once-ler. He beheld the gaunt, scarred face with sunken, pale eyes filled with tears, expressing despondence, agony and betrayal. Its lips were dried and cracked, moaning in pain. Its clothes were in such tatters that it was nearly naked. The creature's hands were caked in dried blood; fresh blood oozed from where its fingernails should've been. It had dragged itself from who knows where...all the way to his feet.

"Why?" it asked in a harrowing, despair-filled whisper.

He looked more carefully at the scarred creature, especially its eyes...he could barely recognize it, but seeing...that face! It couldn't be!

"F-Fiora?" he whispered filled with horrified disbelief. "What...what happened to you?"

"She's dying," said Lorax sadly. "The pain from the trees and what you have done is too much for her..."

Surely this was a nightmare as he beheld this sight. Beautiful Fiora...reduced to this...the woman who saved him twice, who loved him...what had he done? How could he not have seen this?! He could hear his song that he played for Fiora so long ago...playing somewhere...only it was haunting and harrowing...

"Why, Oncie?" she asked in a painful effort. "Why have you done this?"

He felt a tight lump in his throat...he couldn't answer. He knew why, but to tell her was too painful. He knelt down and cradled her in his arms, feeling the bones through her skin. The vines were gone, replaced by ugly slashes. Her cheeks no longer sparkled. Her eyes were pale grey filled with pain, no longer filled with life. She coughed and wheezed with difficult effort...

Fiora looked at the man she once loved, how much he had changed since the last time she saw him: though he was still young, his face looked older; those speckles were still there on his round cheeks, his adorable nose, those pouty lips she remembered kissing. His black hair that was brushed to the side. But she looked into his eyes: still blue as she remembered the first time she met him, but they were weary and a bit sunken. The greedy selfishness was long gone, replaced by remorse, horror and sadness with beginnings of tears.

As she recalled all the memories of themselves...how happy they were, how in love they were. Then the terrible day...she felt so much anger, betrayal...hurt...

Then, she saw Mother Tree, hearing Her comforting words. She felt Mother Tree inside her. Mother Tree who loved all, even the most selfish and cruel-hearted. She had forgiven Once-ler for killing Her children...for hurting Her. She was no longer angry at him...

"Oncie," she whispered; it hurt to speak. "I...forgive you..."

"Fiora, I can fix this..." he assured her, only to realize how absurd it sounded. "I promise..."

"I know...there's still good in you. Please...take...my gift..." she said, still seeing that Oncie she loved. "It's...not...too late."

With a painfully shaking bloodstained hand, she held his gloved one, interlacing her fingers with his, feeling the soft velvety barrier. She would've liked to have held his hand one last time, feel the flesh and warmth like she did so long ago. There was a weak glow of a golden light and he felt something smooth, round, and small between their palms. She closed his gloved hand into a fist over the small object with her tiny bloody, scarred hand. The song sang its final line...

_**The greatest thing...you'll ever learn...**  
_

Once-ler stared at the dying sprite. She was so small and ugly from all the scars...all because of him. He betrayed her. He had been so cruel to her: from breaking his promise, cutting down Mother Tree and all Her children, destroying Fiora's home...and yet she dragged herself from who knows where, holding on long enough to see him...long enough to tell him her words of love and forgiveness. He didn't deserve it...and yet she truly did love him. It was her love for him that gave her enough strength to go to him, love that she had enough magic to give him her gift.

**_...is just to love..._**

Fiora looked at her Oncie, hearing Mother Tree calling her. It wouldn't be too long now. At least she got to see the man she loved one last time. It was the one thing that made her happy. With enough strength, she touched his speckled cheek. Her hand was ice cold.

**..._and be loved..._**

"Oncie...I...love...you..." she said with her final breath. "I love you..."

**..._in return..._**

He was just about to reply until her hand fell limp and her eyes closed...

"F-Fiora?" he said with a tremor in his voice, shaking her body a bit.

When she didn't answer, he realized...he couldn't believe it! The shock was just a moment. Once-ler felt his heart shatter as he held the forest sprite. His eyes felt wet, looking at her...feeling her thin, limp body. Fiora was...

Dead!

"Fiora..." Once-ler whimpered; his face crumpled and tears fell on her pale cheek. "I'm sorry! I'm so sorry..."

Then he pressed his cheek into her cold one...the floral scent was gone. His body convulsed, holding her tightly to him and tears streamed down his face for the first time in many years.

"Oh...God! What have I done? What have I done to you? Fiora...I'm so sorry..."

More droplets rained on her as he rocked his dead love. The fallen young man burst into loud, pain-filled wailing and sobbing. His heart filled with sorrow and regret, bursting throughout his body. His bawling echoed throughout the empty valley.

Lorax looked at Fiora with wet green eyes, mourning her death. He could see that the young man really regretted what he had done...but it was too late. He should've seen this before. He should've listened. Now Fiora was gone. Lorax didn't think Once-ler deserved to be forgiven...but Fiora loved him. She saw that goodness in him...like she did with all things.

Then, Fiora's body glittered with a thousand tiny gold lights. She became so light and transparent until she disappeared...Once-ler stared confused. There was nothing more than a golden light about the size of a button that hovered in midair. Lorax took the golden light in his fuzzy hand and walked towards the pile of stones. He took one last look at Once-ler, shook his head sadly and then, lifted his seat and ascended into the heavens...a bright beam of light shone from the hole in the smog...

"Wai..." Once-ler was about to say. But too stunned, he watched as Lorax ascended higher and higher through the glowing hole...until he was gone...they were both gone...

Fiora was gone...

He hung his head...and turned around to the spot where Lorax had left. There was a small circle of stones with one word carved into the largest one:

_**UNLESS.**_

Opening his green gloved fist, there it was...the gift Fiora had given him: a small, brown-swirled seed. Just at the sight of it, he let out a whine and lost it completely. Collapsing to his knees and clapping a hand to his face, he sobbed and sobbed loudly, which echoed over the desolation...

Alone.


	17. Recluse

_Recluse_

* * *

The man known as the Once-ler, the youngest, most successful president and founder of Thneeds Inc., had disappeared from public eye.

Everyone wondered what happened to the Once-ler? Where did he go? Why did he disappear?

But soon...everyone moved on from Thneeds...newest things came out...and the Once-ler was eventually forgotten...some said he went crazy after his business failed, retreating from his fall from grace...there were even whispers of rumors that the Once-ler was so crazy that he claimed he saw a sprite in his youth. This made his reputation to be a deranged lunatic...everyone avoided him like the plague. He was nothing more than a myth told by generations...

The only visitors the Once-ler had to deal with were some inquisitive reporters who attempted to investigate and the local town kids vandalized and trespassed on his property. No! He wanted to be left alone! He made warning signs just miles outside his home and built a booby trap to keep unwanted guests away.

* * *

Once-ler saw Fiora, sitting by the lily pond with her back towards him...looking out at the flowers, she was weeping, her hair was purple. The trees blowing softly in the wind. He approached her with a soft 'hey'...she turned to face him...her eyes were gone! Blood was running down her face from the empty black holes.

Then, he saw the trees were slashed down...they spurt and sprayed blood like severed arteries towards the sky, making it turn blood red...the lily pond was blackened with schloppity schlopp...the grass disappeared...the land was dead...there were sounds of wailing and weeping...

"Why, Oncie?" she said, still crying, blindly crawling towards him...making him recoil in horror. "Why have you done this?"

Then, the animals and the Lorax...they all stared at him with ominous scowls...

"YOU DID THIS! THIS IS YOUR FAULT!" they all yelled, pointing fingers at him.

"No!" he protested weakly. "I...I'm sorry...I didn't mean to..."

He held up his hands...only to find they were covered in blood...

"YOUR FAULT! YOUR FAULT!" they chanted in a horrible ominous rhythm.

They approached him, forcing him to back towards the blackened schloppity schlopp-ed lily pond until he slipped and fell in. He struggled, screaming and pleading for help...only to receive nothing but the ominous chants of the creatures, Lorax and Fiora, pointing accusing fingers at him...he was sucked down by the schloppity schlopp, his vain cries muffled...

Once-ler screamed and he woke up...shit! It was the nightmare again. And it was the same one every day since the day of destruction, which made sleep hard for him.

Time passed...a year, maybe a month...who knew? Nothing mattered anymore. Life just didn't seem worth living sometimes. The town of Thneedville was completed and was doing just well, but he wanted nothing to do with anything or anybody. He shut himself away from the outside world, remained in a small section of part of his factory, letting the rest of it fall in disrepair. All he had was his mattress, a table and chair, his guitar, some supplies to last him a lifetime. He built a radio to hear news from the outside world of Thneedville. He boarded up the window in a vain attempt to hide his crime. To forget everything.

No. It was not easy.

There were times he would glance out his window and see the ruin HE caused. The once beautiful Truffula valley was gone: the green grass, the flowing clean rivers and the lily pond, the animals, and the beautiful Truffula trees. Even...

Her.

He was left alone with nothing but a ruined company and a wasteland of dirt, rocks and dead grass, rusted super-axe-hackers, and stumps. He didn't care what happened to the rest of the factory or his big home anymore.

Once-ler was completely broken; he had given up on himself, consumed with grief and guilt for Fiora's death and his crime.

His eyes were raw from who knows how long he had been weeping. His scruffy bearded face burned from the dried salt. His groomed hair became wildly long and unkempt. His perfect teeth were rotting. He slept in the same clothes, which became disheveled and sagged off of his even thinner body...those green gloves barely fit him anymore. He was filthy with grime and dried sweat, stinking of body odor.

Since he shut himself away, Once-ler just lied in his bed, sometimes he was unable to move. The only time he got up was to relieve himself, eat when he was hungry or drink when he was thirsty. Sometimes food and drink were like ash in his mouth. He would just eat dry crackers or bread...sipping the occasional bottled water. Then, it was back to bed, trying to escape from the real world.

Sometimes he wished he could just sleep forever...for it was the only place he could see her...hear her. And it was real. Sleep was the only safe haven from the cruel real world. The worst part of sleeping was nightmares...when he saw the Truffula tree stumps bleeding, hearing her painful wailing and sobbing, seeing her scarred face, pale eyes filled with tears...the harrowing question she asked that echoed...

_Why? Why have you done this, Oncie? Why? _

Waking up was the worst part, facing the nightmare that was always there, the one that wouldn't go away.

The memory of Fiora's death was heart-shattering...it stayed in his mind for the longest time. How she died right in his arms that day: how ugly she was, how he felt the sharp angles of bones through her thin body, how cold her hand was when she touched his cheek. How pale her eyes were when she looked at him, filled with pain and tears, yet full of love. But her very last words...that was the most painful.

She died! And it was all his fault! And for what? A stupid damn invention! For money! To make his mother proud only for her to abandon him, back to where it had started as a child, calling him a disappointment. And because of his greedy selfishness, his true friends: Lorax, Melvin and all the animals of the forest abandoned him...

She was the ONLY one who didn't leave him. She dragged herself all the way to his feet at the brink of death through the dirt like a beaten dog just to see him one last time. All she wanted to know was why he had done this and he couldn't even give her an answer! Yet, she forgave him and loved him despite that he hurt her, betrayed her...even though he damn well knew he didn't deserve it. He realized in those words from her song of what the greatest thing he had was...

_Just to love...and be loved in return._

He had the greatest thing in the world all along...and she was gone forever.

Yes. This would be his punishment...being alone. Having nothing.

He wished he could've told Fiora that he was sorry and that loved her in her final hours. But no! Not one word...because he was so full of horror at the sight of her. All he said was just a bunch of weak idiotic sentences of empty promises that meant absolutely nothing to her while she laid there dying in his arms.

_Would've, could've, should've_...those were the three chants he lived by after Fiora's death.

He COULD'VE done better. He SHOULD'VE done better. He WOULD'VE done better. He shouldn't have gave into his lazy family's demands to go faster. The green devil's smooth talk. If he had done better, Fiora wouldn't be dead.

But he didn't and ended up destroying everything! Even his love. He broke her heart and he killed her. He might as well have. The one who loved him more than anything in the world was gone. She loved him more than his own family. More than Mother Tree...her greatest treasure that he brutally destroyed just because he wanted to punish Fiora for refusing to support something she knew was wrong.

And it was! He was too selfish to see that! He wanted to take it back...the day he broke his promise...the day he called his family to come to the Truffula forest...take it all back.

While in solitude, he could hear her ghostly question still hanging in the air...the question he couldn't even answer:

_Why did you do this?_

He knew damn well why. Because all he cared about was himself...and money! Pride and greed. The two deadliest sins that were responsible for not only his rise to power, but his fall as well. He looked at the pink fuzzy Thneed...the last one...it was a piece of garbage. It was stupid!

Each and every day, he would stare at that word on the biggest stone out in the yard.

UNLESS

What did it mean? He didn't understand at all. What did Mustache mean by that word? Why did he leave that?

He felt the seed in his pocket, pressing against his hip uncomfortably. He looked at it...her last gift. Why would she give him this? He didn't understand. Why would she give him this? Maybe she saw hope in him...maybe she knew he would do the right thing...right his wrong. After all, she forgave him. Every day, Once-ler would hold the little seed in his hand, caressing it, feeling the swirled texture.

After waking up from the nightmare, he got up to relieve himself, switching on the radio; he couldn't even look at himself in the mirror...all he saw was a deranged filthy lunatic that he didn't even recognize anymore. Disheveled in appearance with swollen eyes, red and sore from crying.

Once-ler returned to his bed and closed his eyes, wishing he could just do so forever...trying to find sleep again. He hugged the flat dirty pillow that she once laid on long ago. The floral scent was long gone, but a tiny bit of it lingered. He missed her so much. He missed everything about her: her laugh, her voice...her loving, kind nature...how she held his hand...nuzzled him...just everything about her.

"Oncie..." she heard her ghostly whisper in the emptiness of his lerkim.

Her green eyes...her lips when she whispered his name. In his seclusion, he could hear her ghostly laughter...her voice at times...her song from Mother Tree's lullaby. He couldn't remember some of the words, just the melody. He would pluck the strings in the melody...only to be met with more weeping. He couldn't even touch the guitar anymore without thinking about her. It sat in the corner, rusting and collected dust, untouched.

"Oncie..."

Opening his eyes, there she was! Lying next to him, staring adoringly at him.

"I love you."

"I love you..." he answered, reaching towards her cheek. "Fiora."

She disappeared like smoke in his outstretched fingertips in the emptiness. It was a dream...or a hallucination...who knew anymore? It was real to him.

Sleep didn't come to him again. He coughed from the decrepit air. He was sick and got worse each day; his lungs became damaged and it became difficult to breathe.

During those sleepless days, he would leave his lerkim to visit spots from the past...he could've sworn he would see the ghostly figure of...

Her.

Her running through the forest...her voice...that silvery voice calling him...

_Catch me, Oncie! Come and get me first! _

He heard her giggles...seeing her bob and weave through the tree stumps. The ground under his feet crunched from the dirt, the rocks, and dead grass.

He decided to venture outside. Fingering the seed in his pocket, he wondered if there were other seeds out there somewhere. Surely there had to be that may have survived. Many times he checked around Mother Tree's stump, but with no luck. He couldn't plant this seed in this contaminated wasteland. It would surely die out here.

He decided to try again, looking for seeds around Mother Tree's stump, looked at carving. Only one name was there since the other was gone...just like...

Her.

Feeling just as he felt when he first did that...hearing her voice again...her weeping when she saw what he had done...but the worst of all was when he did that atrocious crime...worse than carving into Mother Tree...he killed...

Her.

Just being at this place, there were terrible memories of that day: Fiora's pleading screams, the horrible sounds of the chainsaw...the shuddering of the earth when the tree fell...her shocked face, her blood-curdling scream and heart-wrenching wailing when Mother Tree was taken away.

"I'm sorry," he said to Mother Tree as he touched the carved name...then collapsed into regretful sobs...

"Oncie..." he heard her ethereal voice; it sounded far away. "Don't cry..."

He looked up and saw...her! Just as she was: green and beautiful.

"Don't cry, Oncie," she said. "Don't be sad."

"Fiora?" he said, blinking his eyes a few times. He couldn't believe it. She was here! "How?"

"I'm always with you, Oncie," she said smiling.

"Fiora, you have no idea how happy I am to see you again. I've missed you so much. I need to know something: is there any hope?"

"There always is, Oncie," she said with a smile.

"But, what do I do, Fiora? What did Lorax mean by 'unless'?"

Fiora frowned. "You know what it means."

"No, I don't!" he said desperately. "I don't understand."

"You should've known, Oncie!" she bellowed. "You forgot! You forgot EVERYTHING! You forgot ME!"

She swished away angry...

"WAIT! FIORA!" he yelled desperately. "COME BACK! PLEASE!"

She disappeared like smoke.

"Please..." he begged, feeling his body shaking and tears ran down his face, knowing he was once again alone. "Don't leave me. I need you!"

His voice echoed throughout the vastness. He was alone once again.

Once-ler returned to his lerkim after he visited Mother Tree. Before going inside, he looked at the message that Lorax had left him on the biggest stone. What did he mean by 'unless'? It didn't make any sense. Why would that fuzzy little meatloaf leave that message?!

He plucked the dead flower out of his lapel and laid it on the biggest stone.

He wished he could've given Fiora a proper funeral. She deserved to be buried with grace and dignity...for her last moments were not exactly that way. At least when she died, it was in his arms and not somewhere out in the desolation. He probably would've never found her. Well...knowing Fiora, she would've been in the one place she always loved: Mother Tree. It was her home. But not just Mother Tree...the whole forest was her home...

And he ruined it! Just like he ruined Mother Tree with his stupid carving! And his stupid invention and his selfishness destroyed it as well!

He had nothing. Nothing to remember her by...all except his memories, his sketches...and her final gift. The button-sized brown swirled seed.

Every day, he stared at that word there...wondering what it meant...

* * *

Present Day-Years after Day of Destruction

The Once-ler became an old man: his glorious tousled black hair turned white and wild, the facial hair became bushy, which he shaved into a mustache like his friend, Lorax. His clothes were the same only they became tattered. He wore his Thneed in an attempt to keep out the decrepit air from damaging his lungs. Age caught up to him along with the damage done from the poor air quality: he got sicker and weaker; he was hunched over from his joints hurting and his lungs became worse, making his cough worse. He was dying...at least that's what he believed...

Any day now, he could drop dead and nobody would care...well, at least when he did bite the dust, he could be reunited with his love...

No. He didn't deserve to be with Fiora...even in the afterlife...

He still remained in his lerkim, only leaving to visit Mother Tree. It was far away, but it was worth the pain and effort. There were still the nightmares...the word UNLESS still out there...the word was lost to him. He still would hear Fiora's ghostly voice in his home...see her face...everything from the past. He saw her in his dreams. How much he missed her. How much he regretted everything.

Sometimes, he would play her song, seeing all the happy memories...the last line always pained him the most.

**_The greatest thing...you'll ever learn...is just to love...and be loved...in return._**

Then he heard her final words...

_Oncie...I love you..._

He kept Fiora's gift safe. He promised himself ever since her death that he would keep it safe until the day came when he would change everything. Still, he didn't know what to do. He couldn't plant the seed out here in the desolate wasteland. It would die. And all of Fiora's faith and love she had in him would've been in vain.

Once-ler turned on the radio about news in Thneedville. It was thriving all because of a man named Aloysius O'Hare. He had become the next Once-ler, selling bottled purified air. Well, that's what it came to now...now that Mother Tree and Her children were gone. The air was so bad that they had to pay for it...

Well, it was all his fault! He killed all the trees. Fiora had told him that the trees make fresh air...and it was for free. Now people were PAYING for air! He was absolutely disgusted. Everyone had forgotten about trees...about nature...nobody appreciated it anymore. He could assume that everything in Thneedville was plastic and metal...synthetic and artificial...he heard an ad that trees in Thneedville used 96 batteries!

_What the hell is this world come to?! _Once-ler thought.

How Once-ler wished he could've appreciated nature as much as...

Her.

He was disgusted with himself! He had forgotten EVERYTHING she had taught him about nature! He wished he NEVER listened to that green devil! Never became like that green devil. Never gave into him...nor his mother or his lazy family.

"You didn't answer my question..." said Fiora's voice again...after many years...

He turned to find her standing there in his lerkim with crossed arms and a scowl. After many years since his last encounter with her ghost...it was nice to see her again...but she was angry this time.

"What question?" he asked, trying to remember.

"You KNOW what question," she hissed, crossing her arms.

Oh yes...the question she asked him when she was near death...the question he couldn't even answer her in her final hours.

"I...I don't know!" he faltered.

"You KNOW why, Oncie! You just won't admit it!" she replied.

"OK!" he shouted in a hoarse voice. "Yes! I broke my promise! And I'm sorry I did! But what was I supposed to do?! My family kept pressuring me..."

"A promise IS a promise! And you BROKE it! You forgot everything I taught you! You didn't care!" she bellowed angrily at him; her hair turned that scary red.

"That's not true!" he insisted. Then responded crestfallen, "I was...stupid back then. I should've cared."

"So you NEVER cared at all? Is that what you're saying?" She frowned again.

"No, Fiora! I did...I do..." he stammered. How could he not even give an answer? It was like his mouth was falling down the stairs.

"You're a LIAR!" she shrieked. "I don't know WHY I fell in love with you in the first place!"

She turned away towards the door, her hair swished...

"Fiora, I'm sorry...I'm really sorry..." he said near tears. "Just...please...don't go!"

He didn't want her to leave again. He had no companion. And he didn't deserve it either. He was as unwanted as a common garden snail. But Fiora would see beauty in it...appreciate something unwanted. He was unwanted by his family, by everyone else in his world...yet he was appreciated by this woman. And he did the most unforgiving thing to her.

"Why?" she said, looking at him with slitted eyes. "Why should I stay here?"

"Because...I need you! I can't deal with it anymore...being alone! I can't live with the guilt!"

"You NEED me?!" she said in disbelief. "Like you NEEDED to murder all the trees? Like you NEEDED to destroy everything?!"

"I deserved all this," he replied bitterly. His lower lip quivered and his eyes were misty.

"Well, it's too late now, Oncie. Look at what you've done!" She held a hand out towards the window. "And you couldn't even answer my question!"

"Yes, it's all my fault that I ruined everything!"

"Then why did you do it?"

He sat there silently, remembering...searching for an answer to give her...

"Answer me, Oncie!" she said. "Why did you kill Mother Tree?"

"Because I was angry!" he burst. "I was angry at you because you wouldn't support my dreams! I was selfish and...angry. It was a terrible thing to do. I could've done better!" Once-ler said, lowering his head remorseful. "The trees didn't deserve this."

"Then why did you do it?"

"I just wanted..." he began, then broke down, clutching his face.

Another disappointed frown from the ghostly sprite.

"I thought so. You wanted...it was all about you, Oncie! You humans! You just take and take, but you never give back! I never realized how selfish you could be! I thought you were different, Oncie! It was never about what was important to me or what your actions would do! You KNEW what would happen if you kept cutting down the trees! You KNEW what your promise meant to me! Didn't you see anything that was happening around you? Didn't you listen?!"

"No. I was just too blind...I was so blinded by greed and money. I just wanted to be successful, make my dream come true," he sobbed. "I wish I did...and I'm so sorry. And I want to make this right...but I don't know how."

"Well saying 'sorry' and making wishes isn't going to change ANYTHING! Nothing is going to get better if you just wallow here in your filth and regret! The Oncie I knew would've never given up."

"Fiora, I'm lost...please...just tell me what Mustache mean by that 'unless'. Give me a clue at least."

"I'm not telling you, Oncie! You should figure it out yourself! You're smart enough, Oncie...just like you were smart enough to come up with your own inventions. That's what I've always loved about you. You were always clever. You shouldn't give up, Oncie. That's not like you."

Once-ler felt his eyes flood. Yes. He was. No one ever said that to him nor appreciated it. He felt valued with Fiora...he did feel valued and appreciated where he was.

The two of them looked at each other in silence. What she said was true: Once-ler had to figure this out on his own. He had spent many years trying to, only to be lost in its meaning. He supposed that...because he had done nothing but wallow in his own self-pity, nothing did get better. Yea...it was starting to make some sense. The cobwebs were starting to clear a bit.

But there was one thing he didn't understand.

"Why did you forgive me, Fiora?" he asked. "You know I didn't deserve it."

"Because you're a good person, Oncie," she said. "You're not a selfish monster...you just became one. I believe in you...and I love you. I know you would do the right thing."

Once-ler stared at the ghost of his love. Though he knew she wasn't there, he had to say something...say something he never said to her in her final moments.

"Fiora, I'm so sorry...a-and I love you," he said. "I wish...I could've told you that when..."

She smiled. "I love you too, Oncie. I always will."

"Fiora...will I ever see you again?"

"Unless..." she just said...then she disappeared forever like smoke...

He was once again alone.

* * *

_Ted stared at the biggest stone that had the carving UNLESS in it. He felt tears in his own eyes when he heard the Once-ler tell the most painful part of the story...how he not only destroyed the trees...but his love died...died because of his own selfishness...his greed...yet...she forgave him and loved him..._

_"So this really was your fault?" said Ted. "You've destroyed everything. Fiora died because of what you did."_

_"Yes," said the Once-ler, his voice high and he felt the tears coming. The mere memory of his dead love, seeing her in such a state. "And each day since...I've sat here, regretting everything what I have done...staring at that word: Unless. A-and wondering what it meant...and wondering why Fiora forgave me."_

_Ted recalled the song...her song...that the Once-ler had told him about._

_"Because the greatest thing you'll ever learn is just to love and be loved in return," Ted said. "She forgave you because she loved you."_

_"Yes. Fiora's love was the greatest gift in the world. And I destroyed it. And yet, she still loved me even when I did the most terrible thing to her." He paused. "Now that I think of it, maybe you're the reason the Lorax left that word there...maybe that's why Fiora gave me her last gift..."_

_"But...why me?" said Ted._

_"Because...UNLESS someone cares a whole lot, nothing is going to get better," the Once-ler said. "It's not." He paused. "Maybe this is why Fiora left me her last gift...to give it to someone who can make things right."_

_"What gift?" asked Ted._

_Then, the Once-ler dug into his pocket, looking at it one last time...then he stuck his green gloved arm out the window, holding something. With a flick of his wrist, he dropped something small, which Ted caught in his hand. Then, opening his palm, he saw it! A brown-swirled seed the size of a button._

_"The last Truffula seed," he told him. "The only gift...she gave me...you need to plant it, Ted."_

_"Yea, but...no one cares about trees," Ted said despondent._

_"Then make them care," the Once-ler insisted. "Plant the seed in the middle of town where everyone can see...bring Mother Tree back...bring back Her children. Change the way things are. I know it may seem small and insignificant, but it's not about what it is...it's about what it can become. That's not just a seed...any more than you're just a boy._

_"I won't let you down," said Ted, climbing onto his motorbike._

_Then he drove away towards Thneedville..._

_"I know..." he said quietly._

_He could only hope now..._


	18. Epilogue: Rebirth

_EPILOGUE: Rebirth_

* * *

Once-ler looked out the window, watching Ted drive away on his motorbike. He had hope for him...

It wasn't too long that he heard the joyful chorus from the citizens of Thneedville singing on the radio. Just like the Truffula trees...he recalled the memory of first hearing their song so long ago in his youth when he joined with Fiora. With all the strength he had, he grabbed his axe and broke down the boards in the window, sticking his head out, staring at the glowing light towards Thneedville. His sky blue eyes flooded with tears and a smile stretched across his face.

"Thank you, Ted!" he said finally full of gratefulness.

He knew that it would happen now. The trees would come back. The animals, Lorax...everything...

Ted dug a hole in the ground in the center of town: it was the perfect place to plant Her. Let her see Her children grow up for miles. He held the small Truffula seed...the tiny foliage was multicolored...just like the tree the Once-ler had described in his tale. This would be the new Mother Tree. She would return in a glorious rebirth. She would grow...bring forth Her children like She did once before.

_Fiora would've been proud...if she were here..._ Once-ler thought to himself.

Every day Ted and Audrey, his girlfriend, watered and cared for the new Mother Tree. She got bigger and bigger. Soon, more seeds came...new trees began to grow. Ted and Audrey were responsible for taking care and protecting Mother Tree. Mother Tree was so beautiful! The citizens of Thneedville loved to sit under the shade and watch Her colorful tufts flutter down in a feathery shower of joyful blessings.

When Mother Tree and Her children returned, all life began to return: little spikes of grass began to grow in the once contaminated wasteland where the destroyed forest once was. The sky cleared from the pollution. The rain came back, clean. The clouds were fluffy white.

Once-ler picked up a watering can and went outside, staring at the blue sky, sighing as he smelled the clean fresh air like he did once before when he first came to the Truffula valley. Still, it was difficult to breathe...all those years living in the pollution damaged his lungs...

He looked at the little dandelion sized Truffula trees that were scattered all over his lawn. He sprinkled water over them with a smile. Then, he heard a quack and saw a shadow up in the sky. He looked up to see a swomee-swan flying overhead...

Yes! The creatures were returning. The valley would return to its former beauty like it did many years ago. This time, Once-ler promised he would care this time. Care for all the trees just like...

Her.

Then...there was the brightest golden beam of light coming from the heavens...there was the Lorax descending towards the pile of stones...he smiled at him with a nod, pleased. Once-ler laughed, overjoyed that his friend had returned.

"You've done good, Beanpole," he said. "You done good."

Once-ler hugged his friend tightly.

"By the way, nice mustache," he laughed.

"Thanks," he said with a smile.

But there was only one question he had in mind for Lorax...

"Fiora?" he asked, feeling the pang in his heart...hopeful yet ready to hear any bad news.

Lorax nodded with a smile. Then he opened his palm, showing him the very bright golden light the size of a button. He placed it on the stone pile...it hovered for a moment, becoming blindingly white that Once-ler had to shield his eyes from it...the light took a shape...he couldn't be sure since it was so bright. Soon, the glowing stopped and standing there, multicolored flower-adorned hair, green skin with vines...completely naked was...

Once-ler's eyes lit up as he beheld her, feeling tears flooding...his heart was overwhelmed with with utmost joy that he couldn't speak.

She was here!

The sprite blinked her mossy eyes a few times, looking around like she had woken up and found Once-ler standing there. She only smiled and took one step...immediately flowers and small Truffula trees began to blossom. He smiled as he watched her bare feet walk towards him, leaving a trail of small Truffula trees in her steps. He looked right into those mossy eyes, seeing her cheeks glittering, her face just as he remembered in his youth.

Fiora looked at the man. Though he was older, she still remembered him just the way he was. She was happy to be with him again. With a sad look, she could sense he was sick and suffering. With just a smile, she took his hand and pulled off a glove, interlaced her fingers with his. Oh! To hold hands with his love once again! A gold light emitted from her hand, her eyes closed and she drew out the illness and pain. Everything felt just as he did in his youth. He was able to breathe again...better, easier now. His joints no longer ached and he was able to stand up easier. She healed him.

She opened her eyes, looking into his sky blues with her mossy green. He removed his coat and wrapped it around her, which she gladly took.

"Hello, Oncie," she spoke in that silvery voice he once remembered.

Soon, they embraced. Once-ler smelled that floral scent again that he missed for the longest time...happy his love was here once again...

At last!

**THE END**


End file.
